Enhancing Shareholder Democracy in Japan: A Call for Structural Reforms to Corporate Disclosure and AGM Scheduling

1 member

Seeking co-signers to urge Japanese regulators to improve shareholder democracy. We call for crucial structural reforms, including earlier disclosure of annual reports and more flexible AGM scheduling, to ensure investors can make informed decisions and engage meaningfully with companies. Letter will be issued to METI, FSA and JPX Group.

Collaboration details

This initiative calls upon Japanese regulatory authorities, including the Ministry for Economy, Trade and Industry (METI), the Financial Services Agency (FSA), and the Japan Exchange Group, to implement structural reforms aimed at strengthening shareholder democracy and enhancing the transparency of Japan’s capital markets.

As long-term investors, we have observed encouraging progress in shareholder engagement during the recent Annual General Meeting (AGM) season. However, significant structural impediments remain that limit the ability of shareholders to make fully informed decisions.

We have identified two key areas for reform:

  1. Timely Disclosure of Annual Securities Reports (Yukashoken Hokokusho): Currently, most companies release these comprehensive reports too close to their AGMs, preventing thorough analysis by investors. We advocate for the disclosure of these reports two to three weeks prior to the AGM, aligning with global best practices.
  2. Dispersion of AGM Dates: The heavy concentration of AGMs in late June restricts meaningful investor participation and engagement. We propose greater flexibility in setting record dates to allow for a more staggered AGM calendar.

To achieve this, we urge the relevant authorities to pursue the "integrated disclosure" of corporate information, harmonize and streamline disclosure requirements across different legal and regulatory frameworks, and introduce incentives for companies to adopt earlier reporting and more flexible AGM scheduling.

These reforms will not only empower shareholders but also reduce the administrative burden on listed companies, ultimately bolstering corporate governance and the long-term integrity and appeal of the Japanese market. We seek co-signatories to join us in this constructive dialogue with Japanese regulators to advance these crucial improvements.

Objectives

To drive further reform disclosure regulations.

Attachments
Created on
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Sector
  • Consumer Discretionary
  • Consumer Staples
  • Energy
  • Financials
  • Health Care
  • Industrials
  • Information Technology
  • Materials
  • Telecommunication Services
  • Utilities
Sustainable Development Goal
  • 16 - Peace, justice & strong institutions
Geography
  • Japan
Asset class
Listed Equities
Asset class subcategory
  • Listed equity