Category: Investment

The ever-active Asian Corporate Governance Associations (ACGA)has published CG Watch 2012,downgrading Japan's corporate governance regime to 4th in Asia, on a part (a tie) with Malaysia.Japan is also lagging most markets in not requiring any training of directors, which is shocking when the statutory auditors (ie, audit committee equivalent) are supposed to be the guard dogs of governance. A summary of the volumiminous full report is available below.

[From Lucian Bebchuk of Harvard Law School ] – Below is a link to a column in the New York Times DealBook, titled Investing in Good Governance <http://dealbook.nytimes.com/2012/09/12/investing-in-good-governance/> , that I thought you might find of interest. The column discusses the findings of a study co-authored with Alma Cohen and Charles Wang about the correlation between governance and stock returns.

Hong Kong Exchanges and Clearing Limited published a consultation paper on proposed changes to the Corporate Governance Code and Corporate Governance Report (Code) concerning board diversity. The change involves a ‘comply or explain’ provision for all companies listed on its Exchange to have a policy on board diversity, and to report on this policy in their corporate governance and interim reports.

(From the details memo on this event, available at the link below)
On June 19, 2012, the Lead Director Network (LDN) convened in New York City for its 13th meeting, during which members examined the relationship between directors and major shareholders.

The recent decision by the MOJ’s Advisory Committee on the Company Law made it clear that for the next ten years or so, in terms of the composition of Japanese boards, the most that investors can expect will be soft-law rules requiring (or encouraging) the appointment of only one independent director at listed companies. Thus, most Japanese boards will remain overwhelmingly dominated by internal executives.

The following very useful explanation appearedon Governance Metrics International’s web site. GMI is the leading independent provider of global corporate governance and ESG ratings and research. Corporate stakeholders – including leading investors, insurers, auditors, regulators and others – use GovernanceMetrics services to identify and monitor risks related to non-financial measures covering key environmental, social, governance and accounting risk factors. (Memo by James James Kaplan, Co-Founder and Chief Executive.)

Quotes and Related Sections: There’s no quality control on outside directors and no training requirement

( August 06, 2012 Hideo Aiba ) A series of insider trading scandals involving Nomura Securities and others have cast a dark cloud over Japan's capital markets. But this is just the tip of the iceberg, says financial journalist Hideo Aiba.

A series of insider trading scandals involving Nomura Securities and others have cast a dark cloud over Japan's capital markets. But this is just the tip of the iceberg, says financial journalist Hideo Aiba.

[From the web site of the UK Department for Business Innovation and Skills) – A new independent review from Professor John Kay sets out measures to transform UK equity markets. The report recommends that there should be a much needed shift in the culture of the stock market.

Excellent entry to the Harvard Law School Form on Corporate Governance and Financial Regulation, summarizing the results and trends in the most recent proxy season.

http://blogs.law.harvard.edu/corpgov/2012/07/21/2012-proxy-season-review-overall-trends-in-shareholder-proposals/