Nidec’s CEO Resigns
in the Middle of a Governance Rebuild

Nidec changed presidents on September 29 in the middle of the most consequential governance rebuild in its history. Mitsuya Kishida resigned as president and chief executive. Michio Kaida, the long-serving technology executive who had been chief technology officer, became president and CEO. Because Kaida was not a director at the time of the change, board member Masayuki Minai took representative-director authority in the interim.

At an ordinary company, a sudden chief-executive change would be significant. At Nidec it lands after accounting fraud findings across multiple group sites, an auditor's disclaimer of opinion, Tokyo Stock Exchange special-alert status, a listing-agreement penalty, delayed financial reporting and a separate investigation into suspected inappropriate quality practices.

Japanese reporting on the company announcement says Nidec found that Kishida had engaged in conduct concerning financial reporting that the company described as not necessarily appropriate. The company has not publicly explained the specific conduct in sufficient detail to allow an independent judgment about what Kishida personally did or did not do.

The executive who was supposed to lead the post-founder transition

Kishida came to Nidec from Sony. He joined Sony in 1983, moved through production and mobile communications, led Sony Mobile Communications and later held senior responsibilities at Sony. He joined what was then Nippon Densan in 2022, took charge of the automotive business, became an executive vice president and was elevated to president and CEO on April 1, 2024.

Nidec's 2024 succession announcement emphasized process. It said the nomination committee and board had used a board-approved succession plan and selection criteria. Founder Shigenobu Nagamori moved away from the CEO title and became global group representative, while Kishida took the chief-executive role.

Kishida himself articulated the larger objective: Nidec needed to build a collective management system that could grow for another century without depending on the charisma of its founder. That made him more than a new president. He was part of Nidec's attempt to institutionalize authority after five decades dominated by one extraordinary entrepreneur.

The scandal became a culture case, not a single accounting case

The most important official document is not a headline about one accounting entry. It is the Tokyo Stock Exchange's April 30 penalty notice.

The exchange said an independent investigation had identified numerous accounting frauds at multiple Nidec group locations, driven primarily by excessive performance pressure. Nidec's own case summary lists several mechanisms: avoiding inventory write-downs, using low-probability sales plans to avoid fixed-asset impairment, capitalizing labor that should have been expensed, improperly recognizing or reversing subsidy-related items, and understating allowances against bad receivables.

Those are different accounting categories. Their coexistence matters because it suggests a system in which the desired earnings result could influence multiple judgment points rather than an isolated mistake in one subsidiary.

The exchange described a failure of checks and balances

The TSE said information provided to Nidec's Audit and Supervisory Committee did not adequately convey the essence of the problems. It said information sharing among the three audit functions was insufficient. It also described cases in which the CFO or accounting function was itself involved in misconduct and said internal-audit and whistleblowing functions did not adequately confront the root cause of excessive performance pressure.

The exchange also criticized group-company management. Nidec had grown through many acquisitions, domestic and overseas, but governance over the acquired companies was not sufficiently standardized.

Then came a particularly damaging observation: officers and employees were found to have given inaccurate information to the external auditor or attempted to obtain favorable views, instead of recognizing that responsibility for the financial statements remained with the company itself.

Governance is not the number of boxes on an organization chart. It is whether bad numbers can travel upward without being rewritten on the way.

When the auditor cannot form an opinion

Nidec's accounting crisis became a capital-markets crisis when its auditor issued a disclaimer of opinion on the consolidated financial statements in the annual securities report for the year ended March 2025. Nidec says the reason was that the third-party investigation was still underway and the potential effect on the consolidated financial statements could be material and pervasive.

A disclaimer is not the same thing as an adverse opinion. It means the auditor could not obtain enough appropriate evidence to form an opinion on the financial statements as a whole. For investors, that is still severe: the normal assurance mechanism around the accounts has broken down.

On October 28, 2025, the Tokyo Stock Exchange designated Nidec a special-alert issue because it judged the company's internal management system required substantial improvement.

¥160.7 billion of net assets — and potentially more impairment

Nidec's official case summary says correcting the identified fraud and errors was expected to reduce consolidated net assets at the end of the first quarter of FY2025/26 by about ¥160.7 billion.

That was not necessarily the end of the balance-sheet damage. The company also said downward revisions to past earnings could trigger additional impairment reviews for goodwill and fixed assets, principally connected with the automotive business, on an asset base of roughly ¥250 billion.

By late September, Japanese media were reporting that impairment could be substantially larger. Nidec was preparing to publish long-delayed FY2025/26 results on September 30. Kishida resigned one day before that disclosure.

The timing is central to the story, but it should not be oversimplified. Until the company fully explains the final impairment, the revised historical accounts and the specific conduct it identified in relation to Kishida, it would be premature to state a single causal chain as settled fact.

A company built around one founder

To understand why the governance issue is so consequential, go back to Kyoto in 1973. Shigenobu Nagamori founded Nippon Densan with ¥20 million in capital and three colleagues. The company began in precision small motors and expanded through hard-disk-drive spindle motors, appliances, industrial systems, automotive products, machine tools and a long series of acquisitions.

That relentless expansion created Nidec. By its 50th anniversary, the company had exceeded ¥2 trillion in annual sales and had hundreds of group companies around the world.

The same founder-led intensity became part of the governance debate. Drawing on the third-party investigation, the TSE said unrealistic performance targets were set under a former representative director who controlled personnel authority, and that strong pressure through senior management helped produce a culture that prioritized short-term profit and did not tolerate missing targets.

The exchange did not frame this as a criticism of ambition itself. The issue was what happened when ambition overwhelmed accounting discipline and the functions designed to challenge management.

Nidec has been trying to solve succession for years

The post-founder transition has not been linear. In 2018, after 45 years as president, Nagamori handed the presidency to Hiroyuki Yoshimoto while retaining the CEO role. Nidec's own account of the announcement said Nagamori had wanted to transfer the president/COO role once the company became a ¥1 trillion enterprise.

Later, former Nissan executive Jun Seki became president. In September 2022, Nidec announced that Seki would resign, explicitly stating that he was taking responsibility for deteriorating performance.

Then came Kishida in 2024, selected under a formal succession plan. His departure in 2026 therefore adds another disruption to the company's long search for a durable leadership structure beyond its founder.

The crisis widened from accounting to quality

Even as Nidec was rebuilding financial controls, another problem emerged. In May 2026 the company disclosed suspected inappropriate conduct involving changes to materials, processes or designs without customer confirmation in some products and created an outside-expert investigation committee.

Nidec says it had not, at the time of its disclosure, identified matters that immediately affected product function or safety. It also disclosed inappropriate handling of some test and inspection data and issues involving country-of-origin representation.

Accounting and quality are different control systems. Yet they raise a common organizational question: when a target, schedule or commercial objective conflicts with a rule, does the rule actually win?

Kaida comes from the engineering side

Michio Kaida brings a different profile from Kishida. Before the transition he was a senior executive and Nidec's chief technology officer, responsible for product-technology R&D, production-technology R&D, technology planning and intellectual property. He has also chaired Nidec Advance Technology, a group company centered on inspection and measurement systems.

The initial governance arrangement is unusual. Kaida became president and CEO without immediately becoming a director, while Masayuki Minai became representative director. Japanese reporting says the company intends to seek shareholder approval to add Kaida to the board and then move him into the representative-president role.

For a company trying to demonstrate stronger governance, that makes the exact division of authority worth watching. Who has legal representation authority, who directs day-to-day management, and how the board supervises both will matter during the transition.

Ten outside directors did not make the old system safe

As of June 18, 2026, Nidec said its board consisted of 13 directors, 10 of them outside directors. On paper, that is a board with substantial external representation.

But board composition alone cannot solve an information problem. Outside directors depend on accurate reporting from management, finance, internal audit, the Audit and Supervisory Committee and the external auditor. If adverse information is filtered, delayed or softened, a formally independent board can still be operating with an incomplete picture.

Nidec's reform therefore has to go deeper than replacing executives. It must change target-setting, incentives, escalation practices, whistleblowing, post-merger controls, finance independence and the way internal and external auditors exchange information.

Nidec's next product is credibility

Nidec is a motor company. Its corporate identity is built around things that rotate and move, from tiny precision motors to automotive and industrial systems. But the most important thing it now has to rebuild is intangible.

Investors have to be able to believe a reported number. Engineers have to be able to stop a noncompliant change. Internal auditors have to be able to escalate a problem without fearing the performance hierarchy. Acquired subsidiaries have to operate under common control standards. Outside directors have to receive the information they need before a crisis reaches the exchange.

Kishida's resignation is a consequential event, but it is not the governance repair itself. If the root problem was an organizational culture in which performance pressure could overpower control functions, a new name at the top does not by itself resolve it.

Fifty-three years after its founding, Nidec is being tested on a capability different from motor engineering: whether a company built to move faster can learn to stop itself when the numbers, the rules or the evidence say it must.