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Director:”IoD calls on businesses to take a fresh approach to corporate governance “

2015-08-08 posted by

In a new report published today, the leading business organisation hopes its report will kickstart the debate about how to define good governance – and recognise those companies that do it best.

The Great Governance Debate: Towards a good governance index for listed companies, launched at the IoD this morning, sets out a new framework for assessing corporate governance, moving away from a focus on compliance and towards a more complex measurement which combines public perceptions with a range of objective factors.

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“Stewardship Code: 9/2/2014 Message from the FSA – To institutional investors that have yet to accept the Code”, and others

2015-08-08 posted by

September 2, 2014
[To institutional investors that have yet to accept the Code]

 160 institutional investors have already announced their acceptance of Japan’sStewardship Code (hereinafter referred to as the “Code”) by the end of August2014.

The Financial Services Agency (FSA) would welcome the decision to accept the
Code by those who have yet to do so. The Code allows its signatories to take intoaccount their specific conditions and situations, as far as it is in line with the “aimand spirit” of the Code.

 The acceptance of the Code by asset owners is particularly important becausethey are expected to work as a “driver” for the implementation of the Code.

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FSA: “Council of Experts Concerning the Follow-up of Japan’s Stewardship Code and Japan’s Corporate Governance Code”

2015-08-08 posted by

1.Purpose The Japan Revitalization Strategy as revised in 2015 (Cabinet Decision, June 30, 2015) states that “we need to work actively to prevail and to promote the adoption of Japan’s Stewardship Code, established and released in February 2014 (“JSC”), and Japan’s Corporate Governance Code, which entered into force in June 2015 (“JCGC”), as ‘the two wheels of a cart’ such that the sustainable growth of companies will be promoted by both sides of investors and companies.

Further improvements of corporate governance, e.g., making governance function not only formally, but also effectively, continue to be a major agenda, and we need to link such efforts to the establishment of a virtuous economic cycle.

In this respect, for the purpose of following up with the prevalence and adoption of JSC and JCGC as well as further improving corporate governance of all listed companies, we hereby announce the establishment of the “Council of Experts Concerning the Follow-up of Japan’s Stewardship Code and Japan’s Corporate Governance Code” (the “Council”).

2. Organization (1)The Council will be composed of outside experts; including members from corporate managers, local and foreign investors, and academics (the member list will be released later).

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Skadden: “SEC Adopts CEO Pay Ratio Disclosure Requirements”

2015-08-07 posted by

On August 5, 2015, in a 3-2 vote, the U.S. Securities and Exchange Commission (SEC) adopted final rules implementing the controversial “CEO pay ratio” disclosure requirements that were proposed in 2013 and mandated by Congress pursuant to Section 953(b) of the Dodd-Frank Act. Despite much public debate and significant negative feedback on the proposed rules, the SEC adopted final requirements that are generally consistent with its initial proposal and largely without compromise on what were perceived as the most controversial issues.

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The Economist Intelligence Unit: “Cost of inaction – Recognising the value at risk from climate change”

2015-08-06 posted by

The value at risk to manageable assets from climate change calculated in this report is US$4.2trn, in present value terms. The tail risks are more extreme; 6°C of warming could lead to a present value loss worth US$13.8trn, using private-sector discount rates. From the public-sector perspective, 6°C of warming represents present value losses worth US$43trn—30% of the entire stock of the world’s manageable assets.

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Ethical Boardroom:”Japan’s shareholder Rights and The Arms of The Revolution”

2015-08-04 posted by

(Article by Seth Fischer at Oasis Management) –  “Japan’s return on equity (ROE) revolution is now underway and is evolving into a revolution in corporate productivity and return on investment underpinned by Japan’s Corporate Governance Code, which established fundamental principles for governance at listed companies in Japan, and Japan’s Stewardship Code, which established principles for institutional investors.

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Results of First Round of Submissions of “Corporate Governance Reports” to the TSE

2015-07-31 posted by

In a filing with the Tokyo Stock Exchange, MUFG said it tested 3.8 trillion yen ($30.6 billion) worth of shares, about 70 percent of its cross-shareholdings, against the new criteria. About 20 percent of the shareholdings tested do not meet the criteria and the bank will consider selling them unless their returns improve, it said.

The bank did not disclose the specifics of the criteria, but said both direct and indirect returns of the holdings are taken into consideration in determining whether they are met or not. MUFG did not specify by when the returns need to improve before it takes a decision to sell the shares.

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