Selected Financial Data The following selected financial data for each of the fiscal years ended March 31, 2013 through 2017 have been derived from, and should be read in conjunction with, NTT’s audited consolidated financial statements. NTT’s audited consolidated financial statements as of March 31, 2016 and 2017, and for each of the three fiscal years ended March 31, 2015, 2016 and 2017, appear elsewhere in this annual report. 2 Table of Contents SELECTED CONSOLIDATED STATEMENT OF INCOME DATA Nippon Telegraph and Telephone Corporation and Subsidiaries Years ended March 31, 2013 2014 2015 2016 2017 (in millions of yen) Operating revenues ¥ 10,700,740 ¥ 10,925,174 ¥ 11,095,317 ¥ 11,540,997 ¥ 11,391,016 Operating expenses 9,498,772 9,711,521 10,010,751 10,192,848 9,851,227 Operating income 1,201,968 1,213,653 1,084,566 1,348,149 1,539,789 Other income (expenses)*1 (4,321 ) 80,542 (17,937 ) (18,890 ) (12,020 ) Income before income taxes and equity in earnings (losses) of affiliated companies*1 1,197,647 1,294,195 1,066,629 1,329,259 1,527,769 Income tax expenses*1 473,954 486,546 397,349 354,825 468,370 Equity in earnings (losses) of affiliated companies*1 (16,093 ) (50,792 ) 5,889 5,772 (21 ) Net income*1 707,600 756,857 675,169 980,206 1,059,378 Less—Net income attributable to noncontrolling interests*1 185,668 171,384 157,103 242,468 259,249 Net income attributable to NTT*1 ¥ 521,932 ¥ 585,473 ¥ 518,066 ¥ 737,738 ¥ 800,129 2013 2014 2015 2016 2017 (in yen, except share amounts) Per Share of common stock: Net income attributable to NTT*1*2 ¥ 215.34 ¥ 254.61 ¥ 236.85 ¥ 350.34 ¥ 390.94 Cash dividends, applicable to earnings for the year*2 ¥ 80.00 ¥ 85.00 ¥ 90.00 ¥ 110.00 ¥ 120.00 Average number of Shares outstanding*2 2,423,761,538 2,299,516,428 2,187,360,018 2,105,782,828 2,046,678,144 *1 As a result of the application of the equity method for NTT Group’s investment in Philippine Long Distance Telephone Company (currently known as PLDT Inc.) from the beginning of the three months ended June 30, 2013, the above figures for “Other income (expenses),” “Income before income taxes and equity in earnings (losses) of affiliated companies,” “Income tax expenses,” “Equity in earnings (losses) of affiliated companies,” “Net income,” “Less—Net income attributable to noncontrolling interests,” “Net income attributable to NTT” and “Net income attributable to NTT Per Share of common stock” for the fiscal year ended March 31, 2013 have been revised retrospectively. *2 NTT conducted a two-for-one stock split of its common stock with an effective date of July 1, 2015. Figures for “Net income attributable to NTT,” “Cash dividends, applicable to earnings for the year” and “Average number of Shares outstanding” under “Per Share of common stock” listed above have been adjusted to reflect the impact of the stock split as if the stock split had occurred at the beginning of the first fiscal year listed above. 3 Table of Contents SELECTED CONSOLIDATED BALANCE SHEET DATA Nippon Telegraph and Telephone Corporation and Subsidiaries As of March 31, 2013 2014 2015 2016 2017 (in millions of yen) Current assets ¥ 4,669,288 ¥ 4,861,011 ¥ 4,957,228 ¥ 5,426,979 ¥ 5,312,423 Property, plant and equipment (net) 9,776,687 9,839,688 9,801,470 9,551,921 9,719,021 Total assets* 19,549,067 20,284,949 20,702,427 21,035,931 21,250,325 Current liabilities 3,499,389 3,676,824 3,721,688 3,741,128 4,131,393 Long-term liabilities 5,527,675 5,657,407 5,902,657 6,009,624 5,560,357 Capital stock (common stock plus additional paid-in capital) 3,765,562 3,764,960 3,784,673 3,817,510 3,799,985 NTT shareholders’ equity* 8,231,439 8,511,354 8,681,860 8,833,806 9,052,479 Total equity* ¥ 10,522,003 ¥ 10,924,806 ¥ 11,049,810 ¥ 11,240,082 ¥ 11,507,756 * As a result of the application of the equity method for NTT Group’s investment in Philippine Long Distance Telephone Company (currently known as PLDT Inc.) from the beginning of the three months ended June 30, 2013, the above figures for “Total assets,” “NTT shareholders’ equity” and “Total equity” for the fiscal year ended March 31, 2013 have been revised retrospectively. Dividends NTT has paid dividends on Shares semiannually in respect of each fiscal year since its founding in 1985. NTT’s Board of Directors (the “Board”) recommends a year-end dividend, which is subject to approval by shareholders at the ordinary general meeting of shareholders and by the Minister of Internal Affairs and Communications (the “Minister”). Immediately following such approvals, NTT distributes dividends to shareholders or registered pledgees of shares entered or recorded on the register of shareholders and shareholders or pledgees of shares for whom all or part of their Shares were not entered or recorded in the register of shareholders pursuant to Article 6 of the NTT Act as of the preceding March 31 in proportion to their respective holdings of Shares at that date. Year-end dividends may be distributed either in cash or, with shareholder approval, in kind. In addition to year-end dividends, NTT may make cash distributions from its retained earnings to its shareholders or registered pledgees of shares entered or recorded on the register of shareholders and shareholders or pledgees of shares for whom all or part of their shares were not entered or recorded in the register of shareholders pursuant to Article 6 of the NTT Act as of September 30 of each year (interim dividends) provided that approvals are granted by its Board and the Minister. For NTT’s dividend policy, see “Item 8—Financial Information—Consolidated Statements and Other Financial Information—Dividend Policy.” 4 Table of Contents The following table lists the respective shareholder (year-end dividend) and Board (interim dividend) approval dates, as applicable, payment dates and amount of dividends paid by NTT (expressed in Japanese yen and the U.S. dollar equivalents, which were calculated based on the Noon Buying Rate (as defined below under “—Exchange Rate Information”) for Japanese yen on the last date of each period set forth below) for each of the six-month periods indicated. Record Date/Six Months Ended Approval Date Payment Date Dividends per Share* Dividends per Share* (in yen) (in U.S. dollars) September 30, 2012 November 8, 2012 December 10, 2012 ¥40 $0.51 March 31, 2013 June 25, 2013 June 26, 2013 ¥40 $0.42 September 30, 2013 November 8, 2013 December 9, 2013 ¥40 $0.41 March 31, 2014 June 26, 2014 June 27, 2014 ¥45 $0.44 September 30, 2014 November 7, 2014 December 8, 2014 ¥45 $0.41 March 31, 2015 June 26, 2015 June 29, 2015 ¥45 $0.38 September 30, 2015 November 6, 2015 December 7, 2015 ¥50 $0.42 March 31, 2016 June 24, 2016 June 27, 2016 ¥60 $0.53 September 30, 2016 November 11, 2016 December 12, 2016 ¥60 $0.59 March 31, 2017 June 27, 2017 June 28, 2017 ¥60 $0.54 * NTT conducted a two-for-one stock split of its common stock with an effective date of July 1, 2015. The figures for “Dividends per Share” listed above have been adjusted to reflect the impact of the stock split as if the stock split had occurred at the beginning of the first fiscal year listed above. See Note 16 to the Consolidated Financial Statements for a discussion of the Companies Act of Japan (the “Companies Act”) with respect to dividends. Both the payment and the amount of dividends are subject to the level of NTT’s earnings, NTT’s financial condition and other factors, including applicable Government regulatory actions and approval by shareholders and the Board, as applicable, and the Minister. Under Japanese foreign exchange controls currently in effect, dividends paid on Shares held by non-residents of Japan may be converted into any foreign currency and repatriated abroad. Under the terms of the deposit agreement pursuant to which American Depositary Receipts (“ADRs”), which evidence ownership interests in ADSs, are issued by JPMorgan Chase Bank, N.A., as depositary (the “Depositary”), the Depositary is required, to the extent that in its judgment it can convert Japanese yen into U.S. dollars on a reasonable basis and transfer the resulting dollars to the United States, to convert all cash dividends that it receives in respect of deposited Shares into U.S. dollars and to distribute amounts received (after deduction of applicable withholding taxes and expenses of the Depositary) to the holders of ADRs. See “Item 10—Additional Information—Exchange Controls and Other Limitations Affecting Security Holders.” For a discussion of the tax treatment of dividends paid to U.S. holders of ADSs, see “Item 10—Additional Information—Taxation.” Exchange Rate Information In this annual report, all amounts are expressed in Japanese yen (“¥” or “yen”), except as otherwise specified. On June 9, 2017, the Noon Buying Rate was US$1 = ¥110.61. 5 Table of Contents The following table sets forth, for the fiscal periods indicated, certain information concerning the exchange rates for Japanese yen and U.S. dollars based on the noon buying rate in New York City for cable transfers payable in Japanese yen as announced for customs purposes by the Federal Reserve Bank of New York (the “Noon Buying Rate”): Fiscal Years Ended March 31 High(1) Low(1) Average(2) Period end(3) (yen per dollar) 2013 94.16 77.92 83.26 94.16 2014 105.25 97.52 100.46 102.98 2015 119.96 101.28 110.78 119.96 2016 123.98 112.42 120.13 112.42 2017 116.78 101.21 108.31 111.41 Months of 2017 High(4) Low(4) Average(5) Period end(6) January 117.68 112.72 114.87 112.72 February 114.34 111.74 112.91 112.06 March 115.02 110.48 112.92 111.41 April 111.52 108.40 110.09 111.44 May 114.19 110.68 112.24 110.71 June (through June 9, 2017) 111.24 109.34 110.26 110.61 (1) The highest and lowest of the Noon Buying Rates on the last business day of each month during the relevant year. (2) The average of the Noon Buying Rates on the last business day of each month during the relevant year. (3) The Noon Buying Rates on the last business day of each relevant year. (4) The highest and lowest of the Noon Buying Rates of each business day in the relevant month/period. (5) The average of the Noon Buying Rates of each business day in the relevant month/period. (6) The Noon Buying Rates on the last business day of each relevant month/period. 6 Table of Contents Risk Factors In addition to the other information contained in this annual report, prospective investors should carefully consider the risks described below related to NTT Group’s business environment, business strategy and operations, regulations to which NTT is subject and NTT’s relationship with the Government. Additional risks not currently known to NTT or that NTT now deems immaterial may also impair NTT Group’s business operations. This annual report also contains forward-looking statements that involve risks and uncertainties. NTT Group’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a number of factors, including the risks NTT Group faces as described below and elsewhere in this annual report. Risks associated with the business environment and NTT Group’s corresponding business strategies NTT Group’s business may be affected by both the global and Japanese economic situation. NTT Group has operations all over the world. An economic slowdown or deceleration in the economic growth of any of these regions may have an adverse effect on the demand for the services that NTT Group provides or on its operations. NTT Group also owns investment securities and other financial assets. If their asset value were to decline because of a recession in the stock and other financial markets, the resulting impairment losses may adversely affect NTT Group’s results of operations. NTT Group pension investments may also be adversely affected by the global and Japanese economic situation. In addition, although NTT Group evaluates its means of capital procurement, including issuing corporate bonds and obtaining loans, any substantial fluctuations in the financial markets may lead to increases in NTT Group’s financing costs. As a result, NTT Group’s results of operations and financial condition may be adversely affected. In response to these risks, NTT Group established a risk management policy, and in accordance with this policy, hedges risks using derivative transactions including forward exchange contracts. In addition, NTT Group is working to diversify its procurement procedures and to secure low-interest and stable financing. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. NTT Group’s operating revenues may suffer from changes in market structure and increased competition. With the growing popularity of smartphones, tablets and high-speed wireless broadband services, the efficient use of signals and low latency, with specifications formulated by the 3rd Generation Partnership Project, the use of cloud services, AI, Big Data and IoT (“Internet of Things,” the concept that all things are connected wirelessly and can be controlled via the Internet) is expanding. At the same time, the structure of the telecommunications services market is changing dramatically as various new stakeholders join telecommunications operators in the market, services provided by over-the-top content (“OTT”) (a content distribution service utilizing other companies’ communications infrastructure, allowing a service provider to distribute services without owning its own communications infrastructure) providers expand, and competition increases on a global level. Additionally, the combination of fixed and mobile telecommunications services has accelerated the development of FMC (fixed-mobile convergence) services. Competition remains active among telecommunications providers, and the competitive environment in which NTT Group operates is becoming more rigorous. NTT Group expects the solutions business to be a major area of growth in the information services market, and hardware vendors and other players are also focused on this business. Moreover, NTT Group conducts a 7 Table of Contents variety of business activities in markets outside of the information and communications sector, and in each market, intense competition resulting from structural changes is increasing. If NTT Group is unable to respond appropriately to increased competition and other changes in the structure of the markets in which it operates, its operating revenues may decline. In the information communications market, NTT Group’s results of operations and financial condition could still be adversely affected if, despite these efforts, the number of subscribers that NTT Group acquires or retains fails to meet expected levels or if subscription ratios for various fee/discount services, trends in the number of subscription transfers to flat-rate services, or other initiatives do not proceed as expected. Moreover, in the information services market, the growth of information service companies in rapidly developing nations, such as India and China, is bringing about global competition. Intensified competition resulting from new competitors’ aggressive market entry may have an adverse effect on NTT Group’s results of operations and financial condition. Furthermore, it is possible that each of NTT Group’s businesses in other markets will fail to achieve forecasted revenues, which may result in an adverse effect on NTT Group’s results of operations and financial condition. In response to these risks, NTT Group implemented measures to accelerate its self-transformation as a “Value Partner” and worked to place the entire NTT Group towards a profit growth track based on the medium-term management strategy “Towards the Next Stage 2.0” formulated and announced in May 2015. Specifically, NTT Group is seeking to expand and establish its global business as a cornerstone of its business operations, promoting efforts to enhance profitability of its domestic network businesses, and creating new markets through the expansion of its B2B2X businesses. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. NTT Group’s growth in its global business may be lower than anticipated. NTT Group is expanding its global business as a cornerstone of its operations, and has also implemented initiatives to accelerate profit creation in this area. However, if these efforts do not progress as anticipated, or the cloud services market does not grow as anticipated, or revenues do not grow as expected due to increased competition or other factors, NTT Group’s results of operations and financial condition may be adversely affected. In response to these risks, and in order to deliver consistent growth of its overseas business operations, NTT Group will strengthen its sales force and marketing efforts, such as by expanding its global accounts and further promoting its up-selling and cross-selling efforts, while strengthening the entire NTT Group’s services and products. In addition, stringent cost-efficiency initiatives are also underway in each of the Group’s companies to, among other things, improve efficiency, optimize services and operations, and lower procurement costs. NTT Group also monitors the progress of these initiatives on a regular basis and responds to any related developments promptly when the need arises. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. NTT Group may not achieve anticipated cost savings. NTT Group is working to generate profits by increasing capital expenditure efficiencies and reducing costs in the domestic fixed-line and mobile communications markets. However, it is possible that NTT Group will be unable to fully achieve the anticipated optimization of its capital expenditures or reductions in sales expenses, 8 Table of Contents facility-related costs, and personnel and other costs due to changes in the competitive environment or due to the current state of progress in streamlining equipment or general business operations. Any such failure to achieve intended cost reductions could adversely impact NTT Group’s results of operations and financial condition. In response to these risks, and to improve capital expenditure efficiencies, NTT Group is working to simplify and streamline the network in each company, as well as further its efficiency in using its existing facilities and reduce procurement costs. Efforts are also being made to promote standardization by utilizing the latest technology. Meanwhile, NTT Group is continuously working to reduce costs and is working to ensure simple yet highly productive business operations based on initiatives such as the conversion to the B2B2X model. NTT Group also monitors the progress of these initiatives on a regular basis and responds to any related developments promptly when the need arises. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. NTT Group’s international and domestic investments, acquisitions, alliances and corporate collaborations may not be successful, or NTT Group may be unable to exert the necessary control over its investments. NTT Group engages in joint ventures, alliances and collaborations, as well as acquisitions and other strategic investments to expand its global business operations in particular in response to changes in market structure and customers’ needs. However, NTT Group may not be able to maintain or enhance the value or financial performance of, or achieve sufficient synergies with, the domestic or overseas operations in which it has invested or agreed to invest or that it may in the future acquire. In addition, there may be occasions when NTT Group will suffer potential losses resulting from the dissolution or disposition of its investments, partnerships or other cooperative initiatives. Furthermore, the recent increase in the number of foreign subsidiaries within NTT Group may result in increased fragmentation within the group and render a common understanding difficult to achieve. There may be occasions when it is difficult for NTT to exert the control over its overseas subsidiaries necessary to oversee their business and operations. In addition, there is a risk that factors related to cross-border business, such as legal restrictions relating to investment and competition, differences in tax systems, differences in business customs including contract practices, labor relations, and international politics, may pose challenges to NTT Group’s management of its overseas business activities. If such risks materialize, NTT Group’s results of operations and financial condition may be adversely affected. In response to these risks, NTT Group is proactively striving to expand its global business operations, and has worked to achieve expected returns from these endeavors by carrying out periodic post-acquisition monitoring of its investments. In addition, NTT Group is taking initiatives to enhance its group governance and risk management. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. NTT Group may be unable to obtain the licenses for third-party intellectual property necessary for the operation of its business, may be subject to claims related to the infringement of the intellectual property from other companies, or may be unable to protect its own intellectual property rights, all of which could adversely affect its business operations and financial position. In order for NTT Group and its business partners to carry out their business operations, they at times need to obtain licenses and other rights to use the intellectual property and other rights of third parties. NTT Group and its business partners have entered into the necessary intellectual property licenses, and based on their experience 9 Table of Contents as well as industry practice, NTT Group believes that it will continue to be able to obtain such licenses on reasonable terms. However, if NTT Group is unable to reach or maintain agreements with the holders of such rights on commercially acceptable terms or at all, NTT Group and its business partners may not be able to provide certain technologies, products or services to its customers. Further, as NTT Group’s global business expands, particularly through overseas acquisitions, claims of intellectual property infringement and other claims against NTT Group, particularly by foreign corporations in jurisdictions in which it has completed acquisitions, may increase as it develops new products, services and technologies, and acquires companies that may be subject to ongoing or future intellectual property litigation. If NTT Group is subject to claims of infringement of intellectual property rights, it may be required to expend considerable time and costs to reach a resolution. If such claims are determined adversely to NTT Group, it may be required to pay substantial damages or royalties to third parties, or may be subject to a temporary or permanent injunction preventing certain NTT Group companies from offering certain products or services and required to develop non-infringing products or technologies, which could result in a loss of revenues from businesses related to such rights. Further, any improper use by third parties of NTT Group’s intellectual property and other rights could result in a decrease in NTT Group’s contemplated license revenues and compromise NTT Group’s competitive advantage. The occurrence of any of these risks could adversely affect NTT Group’s results of operations and financial condition. In response to these risks, NTT Group strategically acquires intellectual property rights, and periodically conducts assessments of intellectual property rights, including measures to properly identify intellectual property rights held by NTT Group and by third parties. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. NTT Group may be unable to hire or retain necessary personnel, which could have an adverse effect on NTT Group’s results of operations and financial condition. A number of companies both in Japan and abroad have entered the information and telecommunications market, in which the diversity and sophistication of services and technology has rapidly increased, and where changes in the market, with a focus on cloud services in particular, are expected to accelerate even further going forward. In this environment, NTT Group’s ability to hire and retain highly skilled personnel significantly affects the success of its business. If the hiring or retention of such key, highly skilled personnel by NTT Group does not proceed as expected, it could adversely affect NTT Group’s ability to develop new technologies, design new products, enhance its existing products and execute its growth strategy, which could negatively impact its results of operations and financial condition. In response to these risks, NTT Group implemented measures to strengthen employee training, in addition to providing training in collaboration with the government, other businesses and educational institutions. In addition, NTT Group works to understand each employee’s work responsibilities, work environment, compensation and benefits and career goals by arranging regular meetings with employees, to enable NTT Group to implement preventive measures promptly as necessary to retain its employees. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. 10 Table of Contents Risks associated with business management Cyberattacks could cause service interruptions or cause the quality of NTT Group’s service to decline, which may affect NTT Group’s results of operations and financial condition. In recent years, as threats related to information security have become increasingly sophisticated and diversified, causing incidents such as damage due to cyberattacks and information leaks to emerge as social problems, developing information security countermeasures for smartphones, cloud services and other new ICT services has become an increasing concern. Given these circumstances, service interruptions or disruptions in the quality of NTT Group’s services due to cyberattacks, such as targeted attacks or unauthorized access of NTT Group’s communication networks, servers or other equipment, or the leakage, tampering or loss of information due to intrusions into company networks, could occur, which could harm NTT Group’s credibility and corporate image and thereby adversely affect NTT Group’s results of operation and financial condition. In response to these risks, NTT Group has been promoting the introduction of the latest research results, continuously strengthening network security, and strengthening its efforts to train highly-skilled personnel in the security field. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. System disruptions, network disruptions, disruptions to business operations or issues with system architecture that occur as a result of natural disasters may affect NTT Group’s results of operations and financial condition. NTT Group has operations both domestically and abroad, and supports society and business activities through its communications networks and information systems. In addition, NTT Group provides a multitude of services that serve as necessary lifelines that ensures people’s safety in their everyday lives. With respect to the provision of these services, natural disasters such as earthquakes, tsunamis, typhoons and floods, pandemics such as new strains of influenza, and other issues including a larger-than-expected increase in telecommunication traffic, terrorism, armed action, regional conflict and various other events could cause system and network failure or threaten the safety of NTT Group employees. As a result, there may be occasions when disruptions in NTT Group’s business operations make it impossible to provide reliable services, which may lead to NTT Group being held liable for related damages, potentially damaging NTT Group’s credibility and corporate image. A large-scale disaster in particular could not only severely damage NTT Group’s telecommunications networks, but could also harm NTT Group employees or cause damage to systems that could take a long time to restore, and the resulting emergency electricity use restrictions could hinder NTT Group’s ability to provide reliable services. These events may lead to reductions in income and substantial repair costs. In response to these risks, NTT Group has implemented a variety of measures, including strengthening the durability and water resistance of exchange offices, re-assessing its transmission lines, and making capital investments in its network facilities to strengthen network resilience, accelerate response time in the event of malfunctions and conduct safety confirmation drills for its employees in preparation for disasters. Through these various efforts, NTT Group is taking steps towards ensuring safe and secure operations of its networks and systems which are essential to the provision of services. NTT Group also provides and delivers systems and services to customers in the system integration business, which typically operates under a service contract model in which services are completed from the receipt of orders through the delivery dates. As a result of this model, NTT Group generally assumes full contractual responsibility at all stages, but there is a possibility that a deviation from initial estimates or problems in project management at the development stage could result in cost overruns or losses due to delivery delays. 11 Table of Contents In response to these risks, for projects that are above a certain size, NTT Group has a review committee review cost estimates and the feasibility of project plans, and also monitors the progress of projects after they have been commissioned. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. NTT’s reputation and credibility may be affected by fraud or misconduct in Japan or abroad, or by inappropriate use or leaks of confidential business information and personal information. NTT Group is subject to a wide variety of laws and regulations, as the scope of its business encompasses a variety of products and services both in Japan and abroad. As a result, some of NTT Group’s business activities require licenses, notifications, and permit approvals. In addition, it is possible that NTT Group’s growing business operations, especially outside of Japan, could be subject to additional burdens stemming from, among other things, the local rules and regulations of the countries in which NTT operates, or the lack thereof, the unpredictable nature of commercial and judicial interpretations of such local laws, the adoption of new laws and the revision of existing laws. With respect to laws and regulations, it may not always be possible to eliminate compliance risk and reputational risk from loss of credibility, including, for example, in the case of an employee’s improper personal behavior. The occurrence of any of the risks described above could adversely affect NTT Group’s business, including its reputation and credibility, as well as NTT Group’s ability to obtain new subscribers or its eligibility to secure governmental contracts, which could in turn adversely affect NTT Group’s results of operations and financial condition. In response to these risks, based on NTT Group’s understanding that legal compliance is an extremely important corporate responsibility, NTT Group is working towards further strengthening its compliance systems in light of the recent tightening of bribery and anti-corruption laws in foreign countries, particularly the United States and the United Kingdom. There is increasing societal demand to ensure the protection of confidential information, such as customers’ personal information, as well as increasing requirements to protect such information from a legal standpoint. However, given the further sophistication of criminal activities aimed at obtaining personal information and other confidential information, it is possible that NTT Group will be unable to eliminate the risk of a leak or misuse of confidential information. In response to these risks, NTT Group has historically made efforts to protect confidential information, such as its customers’ personal information, and NTT Group has also implemented the “NTT Group Information Security Policy,” which requires enhanced internal information management, training and awareness-raising for officers and employees. NTT Group expects to continue being able to ensure the proper management of confidential information in accordance with this policy. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. Misuse of products and services offered by NTT Group may have an adverse impact on NTT Group’s credibility and corporate image and could expose NTT Group to liability. NTT Group’s products and services may be inappropriately used by users. For example, if cybercrimes, such as unsolicited bulk e-mails, illegal money transfers made through online banking, or bank transfer scams, are perpetrated using NTT Group’s services, or if NTT Group customers experience incidents of unsolicited bulk e-mails being sent through its servers, NTT Group customers may be harmed as a result of these actions. Further, there has been a wide range of debate regarding minors’ access to illegal or harmful websites, and the effectiveness of filtering services intended to restrict minors from accessing such harmful sites. In addition, there are also concerns over the increasing incidence of accidents caused by the use of mobile phones while operating vehicles or bicycles, as well as issues with increasing occurrence of problems caused by the use of mobile phones while walking. In addition, there are issues concerning the high fees charged for the 12 Table of Contents excess use of paid content by subscribers and the leaking of private information by fraudulent applications and software. Such issues may adversely affect the credibility of NTT Group’s products and services, adversely impact customer satisfaction, and tarnish NTT Group’s corporate image, which may result in an increasing number of cancellations among current subscribers and an inability to acquire the anticipated number of new subscribers, which could adversely affect NTT Group’s results of operations and financial condition. In response to these risks, NTT Group has worked to provide products and services that can be used comfortably and securely, including providing locks on smartphone use while users are walking, filtering and other functions, and has promoted awareness activities to improve knowledge and personal behaviors with respect to its products and services. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. NTT Group may be subject to unfavorable decisions in litigation or other proceedings, which could have an adverse effect on its operations. Because NTT Group operates through a large number of sites both domestically and abroad, and offers a wide array of goods and services, it is possible that NTT Group will become a party to various types of litigation, disputes, or claims for damages. If NTT Group were to become party to any such litigation, dispute, or claim for damages, in addition to the possibility of a potential financial burden, an unfavorable decision could harm NTT Group’s credibility and corporate image, and thereby adversely affect NTT Group’s results of operation and financial condition. In response to these risks, NTT Group monitors litigation, disputes and claims against all NTT Group companies, including currently active claims and pending claims, and responds to any related developments promptly when the need arises. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. Risks associated with the Government, including rules, regulations and others Changes or decisions regarding telecommunications regulations may affect NTT Group’s business. The regulation of the Japanese telecommunications industry has evolved in many areas, including amendments to telecommunications laws aimed at promoting competition, protecting service users and other purposes. Decisions relating to Government regulations and the resulting changes in the telecommunications industry may affect NTT Group’s results of operations and financial condition. In response to these risks, NTT Group is taking appropriate steps to obtain necessary information on developments relating to the Government’s information and telecommunications policies and regulations, and has also presented its views through public comments and hearings. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. For a summary of Government regulations currently under review, see “Item 4—Information on the Company—Regulations.” The frequencies that NTT Group can use are limited, and it is possible that it will not be able to secure adequate frequency spectrum for its operations. NTT Group has limited frequencies available for its services. While the number of subscribers and the traffic per subscriber are expected to increase in conjunction with the expanded use of devices such as smartphones and tablets, if NTT Group were unable to obtain the frequency spectrum required for unhindered operation or if the start of operations on a different band frequency did not progress as planned, NTT Group may suffer degradation of service quality and incur additional costs. 13 Table of Contents In addition, NTT Group may face constraints in providing wireless services or lose subscribers to competitors, which could have a material adverse effect on NTT Group’s results of operations or financial condition. In response to these risks, NTT Group is working to obtain new frequencies and implementing carrier aggregation with respect to its mobile communications networks to improve the efficiency of frequency usage. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. For details, see “Item 4—Information on the Company—Regulations.” NTT Group may be impacted by laws, regulations and systems relating to the environment, such as those relating to reduction of greenhouse gas emissions. NTT Group is subject, both in Japan and overseas, to laws and regulations relating to the environment, such as those governing the reduction of greenhouse gas emissions, energy conservation, waste disposal and harmful substance removal. In the event that stricter laws and regulations and societal demands with respect to the environment materialize in the future, or new laws and regulations are introduced, costs may increase, which may impact NTT Group’s financial condition and results of operations. In response to these risks, NTT Group is working to reduce the environmental burden on society by implementing a variety of forward-looking measures, such as introducing highly efficient power supplies and reusing and recycling telecommunications facilities, in order to comply with such laws and regulations relating to the environment. However, there can be no assurance that NTT Group’s efforts will ultimately prove to be successful. The Government owns enough NTT Shares to give it considerable influence over whether resolutions at NTT shareholder meetings are adopted, and rules and regulations in Japan provide the Government with regulatory authority over NTT Group companies. The Government, through the Minister of Finance, currently owns 32.39% of NTT’s issued Shares (33.70% of NTT’s outstanding Shares excluding treasury stock), which equates to 33.74% of the voting rights, calculated on the basis of issued Shares minus treasury stock and less-than-one-unit shares. The Government, in its capacity as a shareholder, votes at NTT shareholder meetings and, by virtue of its statutorily mandated position as the largest shareholder, has the power to exert considerable influence over decisions made at such meetings. In 1997, in a statement at the Diet, the Government stated that it did not intend to actively use its position as a shareholder to direct the management of NTT. In fact, the Government has not historically used its power as a shareholder to direct the management of NTT. For details regarding the regulatory authority the Government legally has with respect to NTT Group, see “Item 4—Information on the Company—Regulations.” Investors may have difficulty enforcing judgments under the laws of foreign countries, including the U.S. securities laws regarding the civil liabilities of NTT. NTT is a limited liability, joint-stock corporation established under the laws of Japan. All of NTT’s directors and management reside in Japan. All or a substantial portion of the assets of such persons or NTT are located in Japan. As a result, it may not be possible for investors to effect legal service of process outside Japan upon such persons or NTT or to enforce against them judgments predicated upon the laws of foreign countries, including the civil liability provisions of the U.S. securities laws, in federal or state courts in the United States or other foreign courts. NTT has been advised by its Japanese counsel that there is uncertainty as to the enforceability, in actions originated in Japan, of liabilities predicated solely upon the laws of foreign countries, including the U.S. securities laws, and as to the enforceability in Japan of judgments of federal or state courts in the United States or other foreign courts obtained in actions predicated upon the laws of foreign countries, including the civil liability provisions of the U.S. securities laws. 14 Table of Contents Forward-Looking Statements Some of the statements made in this annual report are forward-looking statements. These include statements with respect to NTT’s plans, strategies and beliefs and other statements that are not historical facts. Forward-looking statements include, but are not limited to, those statements using words such as “believe,” “expect,” “plans,” “strategy,” “prospects,” “forecast,” “estimate,” “project,” “anticipate,” “aim,” “intend,” “seek,” “may,” “might,” “could” or “should,” and words of similar meaning in connection with a discussion of NTT Group’s future operations, financial performance, events or conditions. The statements are based on management’s assumptions and beliefs in light of the information currently available to it. These assumptions and beliefs include information concerning NTT Group and the economy and telecommunications industry in Japan and overseas. The assumptions also involve risks and uncertainties which may cause NTT Group’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Potential risks and uncertainties include: (i) changes in economic conditions, fluctuations in exchange and interest rates, and volatility in securities and other financial markets in Japan and other countries; (ii) NTT Group’s fund procurement; (iii) the effects of changes in market structure and increased competition on NTT Group’s operating revenue; (iv) the pricing of services, including risks and uncertainties associated with the reduction in revenues that may result from changes in rates; (v) the ability of NTT Group to maintain growth and the success of new business models and services and businesses; (vi) projections of future usage of NTT Group’s networks, including broadband services, 3G mobile subscriber services, wireless broadband services through LTE and other Internet-related businesses; (vii) risks and uncertainties associated with the growth of NTT Group’s global businesses; (viii) technology substitution and changes in available technology; (ix) the progress of NTT Group’s efforts to reduce costs; (x) NTT Group’s international and domestic investments, alliances and collaborations; (xi) the ability of NTT Group to obtain licenses or other rights to use the intellectual properties of third parties that are necessary for NTT Group to conduct its business; (xii) the ability of NTT Group to hire or retain necessary personnel; (xiii) the effect on NTT Group’s financial condition and operating results of system/network failures and problems arising during system construction due to causes including: earthquakes, typhoons, other natural disasters and pandemics; power shortages, malfunctioning of equipment, hardware or software failures (including failures of systems or services that NTT Group provides or delivers to customers; cyberattacks, acts of terrorism, armed action, regional conflict, intentional wrongdoing and sabotage; and other similar natural disasters or acts of wrongdoing; (xiv) fraud or misconduct, such as the improper handling and leaking of confidential information obtained in the course of NTT Group’s business, such as customers’ personal information, in Japan and other countries; (xv) the occurrence of crime and other social problems resulting from improper use by certain users of products or services offered by NTT Group; 15 Table of Contents (xvi) concerns over health risks and safety issues associated with the use of products and services offered by NTT Group; (xvii) the effect of ongoing or potential litigation, and the subsequent outcome or rulings of government agencies; (xviii) the effect of the introduction of, or changes to, various laws and regulations, including changes or decisions regarding telecommunications regulations, such as future decisions regarding the setting of interconnection rates and changes to the NTT Act; (xix) the ability of NTT Group to add capacity to its existing networks; for example, the possibility that NTT DOCOMO is unable to secure the necessary frequency spectrum for operation or expand its facilities; (xx) the introduction of new laws and regulations, and the strengthening of existing laws and regulations, relating to the environment, such as the reduction of greenhouse gas emissions; and (xxi) any decision by the Government of Japan to exercise its power to exert influence over decisions made at NTT general meetings of shareholders. Investors should not rely on any obligation of NTT Group to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, and NTT Group disclaims any such obligation. NTT desires to qualify for the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. 16 Table of Contents