Independent Leading Corporate Governance Research

Metrical Inc

METRICAL INC. is an independent leading Corporate Governance research firm in Japan where Corporate Governance is increasingly recognized as an important element on corporate management in these days. Thus, CG research and solutions would become an essential component of global capital markets and play important to contribute to transparency of the markets and maximize shareholders’ value in Japan. 

METRICAL INC. provides Corporate Governance research and analysis including rating services, and  also offers investment research and IR services with solutions and customized profound research on CG and IR issues.

Japan's Governance: Revision of Corporate Governance Code and Ratio of Independent Outside Directors

Japan's Governance: Parent-Subsidiary Listing and Review of ENEOS Holdings Subsidiary Strategy

Japan's Governance: Major Shareholder Factor

Japan's Governance: Tokyo Stock Exchange Reorganization and the Future of Corporate Governance

Executive Director, Metrical Inc

Aki Matsumoto

Executive Director

<p>In my previous article, "Parent-Subsidiary Listing and Investment Strategy," I pointed out that the parent company is likely to adopt such a management strategy because it can use its excess cash reserves to boost its profitability by making a highly profitable subsidiary a wholly owned subsidiary. In fact, in a previous article, "NTT Docomo TOB and Aftermath," it was thought that the aforementioned management strategy would be effective for the parent company, NTT, but given the company's history as a public company and the legal environment, there seemed hurdles that must be overcome to make NTT Docomo a wholly owned subsidiary, and it is not likely to be easy. However, the TOB was successful. In the unique Japanese practice of parent-subsidiary listings, there have been a number of moves to eliminate this practice. As I mentioned above, the conditions for a parent company to make a subsidiary its wholly owned subsidiary are (1) the subsidiary's profitability is higher (than that of the parent company), and (2) the parent company has a very large amount of excess cash reserves (there are no effective investment opportunities to use the cash). In this article, I would like to consider the opposite of these management strategies.</p>

In my previous article, "Parent-Subsidiary Listing and Investment Strategy," I pointed out that the parent company is likely to adopt such a management strategy because it can use its excess cash reserves to boost its profitability by making a highly profitable subsidiary a wholly owned subsidiary. In fact, in a previous article, "NTT Docomo TOB and Aftermath," it was thought that the aforementioned management strategy would be effective for the parent company, NTT, but given the company's history as a public company and the legal environment, there seemed hurdles that must be overcome to make NTT Docomo a wholly owned subsidiary, and it is not likely to be easy. However, the TOB was successful. In the unique Japanese practice of parent-subsidiary listings, there have been a number of moves to eliminate this practice. As I mentioned above, the conditions for a parent company to make a subsidiary its wholly owned subsidiary are (1) the subsidiary's profitability is higher (than that of the parent company), and (2) the parent company has a very large amount of excess cash reserves (there are no effective investment opportunities to use the cash). In this article, I would like to consider the opposite of these management strategies.

Mitsubishi Shokuhin

Japan's Governance: TOB of Own Stock