Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

<p>On Friday 11 June, the TSE published its final revisions to the Corporate Governance Code which had been undergoing review by the <em>Council of Experts Concerning the Follow-up of Japan’s Stewardship Code and Japan’s Corporate Governance Code</em> and subsequently comment for the past many months. The new Code went into effect as of 11 June. The first revision to the <em>Guidelines for Investor and Company Engagement</em> were published as well. </p><p>The new version of Japan's Corporate Governance Code is <a href="https://www.jpx.co.jp/english/news/1020/b5b4pj0000046kxj-att/b5b4pj0000046l07.pdf" target="_blank" rel="noopener">here</a> with the tracked change version <a href="https://www.jpx.co.jp/english/news/1020/b5b4pj0000046kxj-att/b5b4pj0000046l0c.pdf" target="_blank" rel="noopener">here</a>. This is the second revision of the Code (the first revision was in 2018).</p><p>The revisions to the JFSA Guidelines for Investor and Company Engagement are <a href="https://www.jpx.co.jp/english/news/1020/b5b4pj0000046kxj-att/b5b4pj0000046l3e.pdf" target="_blank" rel="noopener">here</a>. Tracked changes are <a href="https://www.jpx.co.jp/english/news/1020/b5b4pj0000046kxj-att/b5b4pj0000046l50.pdf" target="_blank" rel="noopener">here</a>.</p><p>The major changes to the Code recommend enhancements to Board independence, diversity, Sustainability and ESG, and also recommend improvements to investor accessibility and voting and a small change to listed parent-listed subsidiary relationships which unfortunately will not do much to counter abuse by companies of listed sub minority shareholders. </p><p>Below is more discussion of the changes and what they mean.</p><p>But I remind investors, these changes are almost all box-ticking exercises. They will not improve governance for shareholders except at the margins. </p><p>Companies which "get" good governance are still rare. And those which don't get it seem to abuse shareholders on a regular basis. And for that, investors still need more cowbell.</p>

On Friday 11 June, the TSE published its final revisions to the Corporate Governance Code which had been undergoing review by the Council of Experts Concerning the Follow-up of Japan’s Stewardship Code and Japan’s Corporate Governance Code and subsequently comment for the past many months. The new Code went into effect as of 11 June. The first revision to the Guidelines for Investor and Company Engagement were published as well. The new version of Japan's Corporate Governance Code is here with the tracked change version here. This is the second revision of the Code (the first revision was in 2018).The revisions to the JFSA Guidelines for Investor and Company Engagement are here. Tracked changes are here.The major changes to the Code recommend enhancements to Board independence, diversity, Sustainability and ESG, and also recommend improvements to investor accessibility and voting and a small change to listed parent-listed subsidiary relationships which unfortunately will not do much to counter abuse by companies of listed sub minority shareholders. Below is more discussion of the changes and what they mean.But I remind investors, these changes are almost all box-ticking exercises. They will not improve governance for shareholders except at the margins. Companies which "get" good governance are still rare. And those which don't get it seem to abuse shareholders on a regular basis. And for that, investors still need more cowbell.

TSE Prime: Japan's Corporate Governance Code Finalized So Boxes Will Be Furiously Ticked

<p>Shareholder proposals for AGMs in Japan are somewhat rare. Activist proposals rarer still. They only affect roughly 2% of companies with June AGMs and shareholder proposals are rarely passed, but they may reflect the pressure on a company, and when something has enough support, management may end up agreeing to it if not outright supporting it later on.</p><p>Activist fund Strategic Capital has made shareholder proposals to 6 companies (that we know of) in the past month or so, starting with <a href="https://www.smartkarma.com/entities/wakita-co-ltd" target="_blank" data-smartkarma-citation="entities:11924:1" rel="noopener">Wakita &amp; Co Ltd (8125 JP)</a> which has a May AGM, as discussed in <a href="https://www.smartkarma.com/insights/japan-activism-a-look-into-wakita-8125-jp-potential-pre-event" target="_blank" data-smartkarma-citation="insights:50034" rel="noopener">Japan Activism: A Look into Wakita (8125 JP) Potential Pre-Event</a> and <a href="https://www.smartkarma.com/entities/wakita-co-ltd" target="_blank" data-smartkarma-citation="entities:11924:1" rel="noopener">Wakita &amp; Co Ltd (8125 JP)</a> at the beginning of the month, and five more names announced on the 28th of April. </p><p>Those five names are <a href="https://www.smartkarma.com/entities/asanuma-corp" target="_blank" data-smartkarma-citation="entities:19612:1" rel="noopener">Asanuma Corp (1852 JP)</a>, <a href="https://www.smartkarma.com/entities/seikitokyu-kogyo-co-ltd" target="_blank" data-smartkarma-citation="entities:7819:1" rel="noopener">Seikitokyu Kogyo (1898 JP)</a>, <a href="https://www.smartkarma.com/entities/arisawa-mfg-co-ltd" target="_blank" data-smartkarma-citation="entities:18028:1" rel="noopener">Arisawa Mfg (5208 JP)</a>, <a href="https://www.smartkarma.com/entities/bunka-shutter-co-ltd" target="_blank" data-smartkarma-citation="entities:5903:1" rel="noopener">Bunka Shutter (5930 JP)</a>, and <a href="https://www.smartkarma.com/entities/kyokuto-boeki-kaisha-ltd" target="_blank" data-smartkarma-citation="entities:12884:1" rel="noopener">Kyokuto Boeki Kaisha (8093 JP)</a>.</p><p>This eclectic group is unified by overly strong balance sheets. In this case, "newly" emphasised net receivables.  </p><h2>First up... <a href="https://www.smartkarma.com/entities/asanuma-corp" target="_blank" data-smartkarma-citation="entities:19612:1" rel="noopener">Asanuma Corp (1852 JP)</a> </h2><hr><p><em>Activist AGM Proposals so far this year are as follows (🤖 is Japanese language, 👹 is English):</em></p><table class="table table-striped"><tbody>
<tr>
<td style="width: 36px;">Date<br>Anncd</td>
<td style="text-align: center; width: 33.6px;">Ticker</td>
<td style="width: 122.4px;">Company</td>
<td style="width: 41.6px;">AGM</td>
<td style="width: 48px;">Proposal</td>
<td style="width: 187.2px;">Proposer</td>
<td style="width: 128px;">Smartkarma Insights</td>
</tr>
<tr>
<td style="width: 36px;">15 Apr</td>
<td style="text-align: center; width: 33.6px;">8918</td>
<td style="width: 122.4px;">Land</td>
<td style="width: 41.6px;">27 May</td>
<td style="width: 48px;"><a href="http://www.land.jp/pdf/20210415154419_1.pdf" target="_blank" rel="noopener">🤖</a></td>
<td style="width: 187.2px;">An individual</td>
<td style="width: 128px;"></td>
</tr>
<tr>
<td style="width: 36px;">23 Apr</td>
<td style="text-align: center; width: 33.6px;">8125</td>
<td style="width: 122.4px;">Wakita</td>
<td style="width: 41.6px;">27 May</td>
<td style="width: 48px;">
<a href="https://contents.xj-storage.jp/xcontents/81250/a6125b97/fbfe/4961/baac/116bc18b2917/140120210423498992.pdf" target="_blank" rel="noopener">🤖</a> , <a href="https://stracap.jp/english/wp-content/uploads/2021/04/To-Shareholder-of-WAKITA-CO.-LTD..pdf" target="_blank" rel="noopener">👹</a>
</td>
<td style="width: 187.2px;">Strategic Capital</td>
<td style="width: 128px;">
<a href="https://www.smartkarma.com/insights/japan-activism-a-look-into-wakita-8125-jp-potential-pre-event" target="_blank" rel="noopener">insight 1</a>, <a href="https://www.smartkarma.com/insights/wakita-rejects-stracap-s-shareholder-proposals" target="_blank" rel="noopener">insight 2</a>
</td>
</tr>
<tr>
<td style="width: 36px;">27 Apr</td>
<td style="text-align: center; width: 33.6px;">6815</td>
<td style="width: 122.4px;">Uniden</td>
<td style="width: 41.6px;">June</td>
<td style="width: 48px;"><a href="http://www.uniden.co.jp/ir/news/dat/2021/information_20210427.pdf" target="_blank" rel="noopener">🤖</a></td>
<td style="width: 187.2px;">LIM Japan Event Master Fd</td>
<td style="width: 128px;"></td>
</tr>
<tr>
<td style="width: 36px;">28 Apr</td>
<td style="text-align: center; width: 33.6px;">.1852</td>
<td style="width: 122.4px;">Asanuma</td>
<td style="width: 41.6px;">June</td>
<td style="width: 48px;">
<a href="https://www.asanuma.co.jp/ir/pdf/etc/20210428k.pdf" target="_blank" rel="noopener">🤖</a> , <a href="https://stracap.jp/english/proposal/2021_asanuma" target="_blank" rel="noopener">👹</a>
</td>
<td style="width: 187.2px;">Strategic Capital</td>
<td style="width: 128px;"></td>
</tr>
<tr>
<td style="width: 36px;">28 Apr</td>
<td style="text-align: center; width: 33.6px;">8093</td>
<td style="width: 122.4px;">Kyokuto Boeki Kaisha</td>
<td style="width: 41.6px;">June</td>
<td style="width: 48px;">
<a href="https://contents.xj-storage.jp/xcontents/AS01655/21124bce/241c/4a3a/8482/00305b8413e6/140120210428402431.pdf" target="_blank" rel="noopener">🤖</a> , <a href="https://stracap.jp/english/proposal/2021_kbk" target="_blank" rel="noopener">👹</a>
</td>
<td style="width: 187.2px;">Strategic Capital</td>
<td style="width: 128px;"></td>
</tr>
<tr>
<td style="width: 36px;">28 Apr</td>
<td style="text-align: center; width: 33.6px;">1898</td>
<td style="width: 122.4px;">Seikitokyu Kogyo</td>
<td style="width: 41.6px;">June</td>
<td style="width: 48px;">
<a href="https://www.seikitokyu.co.jp/dev/wp-content/themes/twentysixteen/pdf/info/20210428.pdf" target="_blank" rel="noopener">🤖</a> , <a href="https://stracap.jp/english/proposal/2021_seikitokyu" target="_blank" rel="noopener">👹</a>
</td>
<td style="width: 187.2px;">Strategic Capital</td>
<td style="width: 128px;"></td>
</tr>
<tr>
<td style="width: 36px;">28 Apr</td>
<td style="text-align: center; width: 33.6px;">5208</td>
<td style="width: 122.4px;">Arisawa Mfg</td>
<td style="width: 41.6px;">June</td>
<td style="width: 48px;"><a href="https://stracap.jp/english/proposal/2021_arisawa" target="_blank" rel="noopener">👹</a></td>
<td style="width: 187.2px;">Strategic Capital</td>
<td style="width: 128px;"></td>
</tr>
<tr>
<td style="width: 36px;">28 Apr</td>
<td style="text-align: center; width: 33.6px;">5930</td>
<td style="width: 122.4px;">Bunka Shutter</td>
<td style="width: 41.6px;">June</td>
<td style="width: 48px;"><a href="https://stracap.jp/english/proposal/2021_bunkasutter" target="_blank" rel="noopener">👹</a></td>
<td style="width: 187.2px;">Strategic Capital</td>
<td style="width: 128px;"></td>
</tr>
<tr>
<td style="width: 36px;">28 Apr</td>
<td style="text-align: center; width: 33.6px;">2327</td>
<td style="width: 122.4px;">NS Solutions</td>
<td style="width: 41.6px;">June</td>
<td style="width: 48px;">
<a href="https://ssl4.eir-parts.net/doc/2327/tdnet/1958513/00.pdf" target="_blank" rel="noopener">🤖</a> , </td>
<td style="width: 187.2px;">AVI Japan Opportunity Trust PLC</td>
<td style="width: 128px;"></td>
</tr>
<tr>
<td style="width: 36px;">30 Apr</td>
<td style="text-align: center; width: 33.6px;">4295</td>
<td style="width: 122.4px;">Faith</td>
<td style="width: 41.6px;">June</td>
<td style="width: 48px;"><a href="https://www.faith.co.jp/ir/pdf/20210430_ir.pdf" target="_blank" rel="noopener">🤖</a></td>
<td style="width: 187.2px;">RMB Capital Japan Oppty Fd</td>
<td style="width: 128px;"></td>
</tr>
</tbody></table><p><br><br></p>

Shareholder proposals for AGMs in Japan are somewhat rare. Activist proposals rarer still. They only affect roughly 2% of companies with June AGMs and shareholder proposals are rarely passed, but they may reflect the pressure on a company, and when something has enough support, management may end up agreeing to it if not outright supporting it later on.Activist fund Strategic Capital has made shareholder proposals to 6 companies (that we know of) in the past month or so, starting with Wakita &amp; Co Ltd (8125 JP) which has a May AGM, as discussed in Japan Activism: A Look into Wakita (8125 JP) Potential Pre-Event and Wakita &amp; Co Ltd (8125 JP) at the beginning of the month, and five more names announced on the 28th of April. Those five names are Asanuma Corp (1852 JP), Seikitokyu Kogyo (1898 JP), Arisawa Mfg (5208 JP), Bunka Shutter (5930 JP), and Kyokuto Boeki Kaisha (8093 JP).This eclectic group is unified by overly strong balance sheets. In this case, "newly" emphasised net receivables.  First up... Asanuma Corp (1852 JP) Activist AGM Proposals so far this year are as follows (🤖 is Japanese language, 👹 is English):

Date Anncd
Ticker
Company
AGM
Proposal
Proposer
Smartkarma Insights


15 Apr
8918
Land
27 May
🤖
An individual



23 Apr
8125
Wakita
27 May

🤖 , 👹

Strategic Capital

insight 1, insight 2



27 Apr
6815
Uniden
June
🤖
LIM Japan Event Master Fd



28 Apr
.1852
Asanuma
June

🤖 , 👹

Strategic Capital



28 Apr
8093
Kyokuto Boeki Kaisha
June

🤖 , 👹

Strategic Capital



28 Apr
1898
Seikitokyu Kogyo
June

🤖 , 👹

Strategic Capital



28 Apr
5208
Arisawa Mfg
June
👹
Strategic Capital



28 Apr
5930
Bunka Shutter
June
👹
Strategic Capital



28 Apr
2327
NS Solutions
June

🤖 , 
AVI Japan Opportunity Trust PLC



30 Apr
4295
Faith
June
🤖
RMB Capital Japan Oppty Fd


  

2021 Japan AGM Activism - StraCap Proposals for Asanuma Corp (1852)

<p>Last year, 55 Japanese listed companies received shareholder proposals in the June AGM season. Of course, some of the shareholder proposals made are spurious and made for a laugh, but last year <a href="https://www.nikkei.com/article/DGXMZO60929010Z20C20A6EA1000/?s=5" target="_blank" rel="noopener">23 companies received proposals from activist investors</a>, up from 16 in June 2019.  Data collated by <a href="https://www.whitecase.com/publications/alert/japans-2020-proxy-season-results-announced" target="_blank" rel="noopener">White &amp; Case</a> in summer 2020 showed that of the 22 companies which received activist proposals (their number is different than IR Japan's), 30 proposals to those 22 companies received more than 20% of votes, and just under half (14) received 30%. </p><p>Various commentators noted that for the 2020 AGM season, the impact of COVID-19 and the fact that many meetings became virtual meetings, along with the fact that the lockdowns were of unknown effect but revenue and profit impact in the year ahead was deemed to be severe, many activist shareholders which would have proposed large buybacks as a use of excess cash may have decided to temper their request. Where they did not, often the response from management was that because of the significant potential impact of covid-19 mitigation/safety/response measures, large buybacks using up significant cash (just when Japanese corporates had pulled all available cash out of credit lines) was perhaps not wise. </p><p>Importantly, no measure among the activists shareholder measures last year gained 50% of the vote on that agenda item let alone two-thirds needed to achieve a change in the Articles of Incorporation. Such wins remain rare. However, as White &amp; Case points out, an item which <a href="https://www.smartkarma.com/entities/mizuho-financial-group-inc" target="_blank" data-smartkarma-citation="entities:219:1" rel="noopener">Mizuho Financial Group (8411 JP)</a> management had objected to in 2015, 2016, 2017 and was rejected (shareholder input on income allocation) but with significant support of 41%, 48%, and 43% respectively in those years was <em>re-suggested</em> last year by management itself where the measure received 98% approval.</p><p>Sometimes these messages get through. But importantly, they are a message because shareholders send them (see <a href="https://www.smartkarma.com/insights/japan-needs-more-cowbell" target="_blank" data-smartkarma-citation="insights:41191" rel="noopener">Japan Needs More Cowbell</a> for more thoughts on the matter). The measure proposed by the activist to Mizuho was actually an individual activist named Mitsutaka YAMAGUCHI and he held 30,000 shares, giving him the right to make the proposal.*</p><div class="content-remarks"><p>*The minimum criteria are that a shareholder hold 300 voting rights or 1.0% of shares outstanding for at least six months to be able to put a proposal to shareholders at an AGM. And based on a change in the Companies Act which should have gone into effect on March 1, the content for such shareholder proposals is restricted now to one of ten areas. </p></div><p>The deadline for such shareholder proposals is usually 8 weeks prior to the AGM which means in <em>most</em> cases for June-end AGMs, they had to be submitted by the end of April. I expect we will see a flurry of company reports of new shareholder proposals in the days ahead.</p><p><em>This insight serves as an anchor for selected insights to follow which discuss shareholder proposals on specific companies, how to get information, and follow-up where notable, from shareholder proxy services, etc. </em></p>

Last year, 55 Japanese listed companies received shareholder proposals in the June AGM season. Of course, some of the shareholder proposals made are spurious and made for a laugh, but last year 23 companies received proposals from activist investors, up from 16 in June 2019.  Data collated by White &amp; Case in summer 2020 showed that of the 22 companies which received activist proposals (their number is different than IR Japan's), 30 proposals to those 22 companies received more than 20% of votes, and just under half (14) received 30%. Various commentators noted that for the 2020 AGM season, the impact of COVID-19 and the fact that many meetings became virtual meetings, along with the fact that the lockdowns were of unknown effect but revenue and profit impact in the year ahead was deemed to be severe, many activist shareholders which would have proposed large buybacks as a use of excess cash may have decided to temper their request. Where they did not, often the response from management was that because of the significant potential impact of covid-19 mitigation/safety/response measures, large buybacks using up significant cash (just when Japanese corporates had pulled all available cash out of credit lines) was perhaps not wise. Importantly, no measure among the activists shareholder measures last year gained 50% of the vote on that agenda item let alone two-thirds needed to achieve a change in the Articles of Incorporation. Such wins remain rare. However, as White &amp; Case points out, an item which Mizuho Financial Group (8411 JP) management had objected to in 2015, 2016, 2017 and was rejected (shareholder input on income allocation) but with significant support of 41%, 48%, and 43% respectively in those years was re-suggested last year by management itself where the measure received 98% approval.Sometimes these messages get through. But importantly, they are a message because shareholders send them (see Japan Needs More Cowbell for more thoughts on the matter). The measure proposed by the activist to Mizuho was actually an individual activist named Mitsutaka YAMAGUCHI and he held 30,000 shares, giving him the right to make the proposal.**The minimum criteria are that a shareholder hold 300 voting rights or 1.0% of shares outstanding for at least six months to be able to put a proposal to shareholders at an AGM. And based on a change in the Companies Act which should have gone into effect on March 1, the content for such shareholder proposals is restricted now to one of ten areas. The deadline for such shareholder proposals is usually 8 weeks prior to the AGM which means in most cases for June-end AGMs, they had to be submitted by the end of April. I expect we will see a flurry of company reports of new shareholder proposals in the days ahead.This insight serves as an anchor for selected insights to follow which discuss shareholder proposals on specific companies, how to get information, and follow-up where notable, from shareholder proxy services, etc. 

Japan Activism:  Shareholder Proposals for the Q2 AGM Season Start Trickling In

Event-Driven

<p>Last night, Singapore-based fund Aslead Capital Pte announced that it would launch a Tender Offer on <a href="https://www.smartkarma.com/entities/fuji-kosan-company-ltd" target="_blank" data-smartkarma-citation="entities:17867:1" rel="noopener">Fuji Kosan Company (5009 JP)</a> to take at least a 40% stake and possibly full control after ownership and approaches did not lead to "satisfactory" measures to improve corporate value. </p>
<p>The shareholder had been acquiring shares since last year. It first went above 5% in August 2020 and until yesterday had most recently reported a 14.83% stake on 4 February. </p>
<p>The stock has an <em>interesting</em> set of investors, and was for many years in the early to mid-2010s a poster child for tiny cap deep value investment targets. </p>
<p>As of the announcement, Aslead states that it owns 16.8% which means to get to 40.0%, it needs only 23.2% of shares out - of the 83.2% it does not own. </p>
<p>The company has been building an 'interesting' set of shareholders and relationships. One activist sold last year to be replaced by another. There is someone infamous from the tabloids. This could be fun to watch. It will certainly trade through terms early. The question then is what next?</p>
<p>There is a behind-the-scenes link to the family office responsible for the single most fun <a href="https://www.smartkarma.com/messages/%20https:/y-n10.com/" target="_blank" rel="noopener">family office website</a> ever made (after you press enter, check on the left side to see the sound is on and if you need to read the text more smoothly switch from angled to vertical just above the sound on/off section). </p>

Last night, Singapore-based fund Aslead Capital Pte announced that it would launch a Tender Offer on Fuji Kosan Company (5009 JP) to take at least a 40% stake and possibly full control after ownership and approaches did not lead to "satisfactory" measures to improve corporate value. 
The shareholder had been acquiring shares since last year. It first went above 5% in August 2020 and until yesterday had most recently reported a 14.83% stake on 4 February. 
The stock has an interesting set of investors, and was for many years in the early to mid-2010s a poster child for tiny cap deep value investment targets. 
As of the announcement, Aslead states that it owns 16.8% which means to get to 40.0%, it needs only 23.2% of shares out - of the 83.2% it does not own. 
The company has been building an 'interesting' set of shareholders and relationships. One activist sold last year to be replaced by another. There is someone infamous from the tabloids. This could be fun to watch. It will certainly trade through terms early. The question then is what next?
There is a behind-the-scenes link to the family office responsible for the single most fun family office website ever made (after you press enter, check on the left side to see the sound is on and if you need to read the text more smoothly switch from angled to vertical just above the sound on/off section). 

Aslead Capital Hostile Offer for Fuji Kosan (5009)

<div><p>On 1 April, Strategic Capital <a href="https://proposal-for-wakita-from-sc-2021.com/wp/wp-content/uploads/2021/PR%28ENG%29.pdf" target="_blank" rel="noopener">announced</a> (English) in a press release that it had requested to put a matter on the agenda for the Annual General Meeting of <a href="https://www.smartkarma.com/entities/wakita-co-ltd" target="_blank" data-smartkarma-citation="entities:11924:1" rel="noopener">Wakita &amp; Co Ltd (8125 JP)</a> as was their right. </p></div><div><blockquote><p>The Fund and Strategic Capital are pleased to announce that, on March 30th, 2021, we notified WAKITA of our execution of the shareholders’ right to make a proposal at the annual shareholder meeting held in the coming May and confirmed that, on March 31st, 2021, WAKITA certainly received the documents of the proposal.</p></blockquote></div><div>
<p>There is a website with the catchy domain name <a href="https://proposal-for-wakita-from-sc-2021.com" target="_blank" rel="noopener">https://proposal-for-wakita-from-sc-2021.com</a>. The website has a <a href="https://proposal-for-wakita-from-sc-2021.com/wp/wp-content/uploads/2021/SC%20presentation%20Wakita.pdf" target="_blank" rel="noopener">presentation</a> (<a href="https://proposal-for-wakita-from-sc-2021.com/wp/wp-content/uploads/2021/SC%20presentation%20Wakita.pdf" target="_blank" rel="noopener">https://proposal-for-wakita-from-sc-2021.com/wp/wp-content/uploads/2021/SC%20presentation%20Wakita.pdf</a>) of two dozen pages which explains the issues clearly. </p>
<p>The <a href="https://proposal-for-wakita-from-sc-2021.com/wp/wp-content/uploads/2021/PR%28ENG%29.pdf" target="_blank" rel="noopener">letter</a> outlines the five shareholder proposals. Most of them were reasonable, and a perusal of the first insight in the series <a href="https://www.smartkarma.com/insights/japan-activism-a-look-into-wakita-8125-jp-potential-pre-event" target="_blank" data-smartkarma-citation="insights:50034" rel="noopener">Japan Activism: A Look into Wakita (8125 JP) Potential Pre-Event</a> shows why.</p>
<h3>The NEW News</h3>
<p>On Friday, the company <a href="https://contents.xj-storage.jp/xcontents/81250/a6125b97/fbfe/4961/baac/116bc18b2917/140120210423498992.pdf" target="_blank" rel="noopener">announced</a> that the Board recommended voting against all five shareholder proposals. </p>
<p>It is worthwhile re-reading the proposals and now the responses. They are disappointing, but it was never going to be otherwise. </p>
<p>Eventually, this company will have to change.  All it really takes is companies and shareholders doing right by themselves. </p>
</div><div>
<p></p>
<p></p>
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On 1 April, Strategic Capital announced (English) in a press release that it had requested to put a matter on the agenda for the Annual General Meeting of Wakita &amp; Co Ltd (8125 JP) as was their right. The Fund and Strategic Capital are pleased to announce that, on March 30th, 2021, we notified WAKITA of our execution of the shareholders’ right to make a proposal at the annual shareholder meeting held in the coming May and confirmed that, on March 31st, 2021, WAKITA certainly received the documents of the proposal.
There is a website with the catchy domain name https://proposal-for-wakita-from-sc-2021.com. The website has a presentation (https://proposal-for-wakita-from-sc-2021.com/wp/wp-content/uploads/2021/SC%20presentation%20Wakita.pdf) of two dozen pages which explains the issues clearly. 
The letter outlines the five shareholder proposals. Most of them were reasonable, and a perusal of the first insight in the series Japan Activism: A Look into Wakita (8125 JP) Potential Pre-Event shows why.
The NEW News
On Friday, the company announced that the Board recommended voting against all five shareholder proposals. 
It is worthwhile re-reading the proposals and now the responses. They are disappointing, but it was never going to be otherwise. 
Eventually, this company will have to change.  All it really takes is companies and shareholders doing right by themselves. 





Wakita Rejects StraCap's Shareholder Proposals

Japan

Wakita & Co., LTD. is a manufacturing and trading firm primarily handling construction and civil engineering equipment.  The Company also handles imported construction materials, industrial and commercial facilities, and audio-visual equipment.  Wakita leases construction machinery as well.

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Wakita & Co Ltd (8125 JP)

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