By Stephen Givens* PROLOGUE This essay grew out a presentation I gave, as one of several foreign legal academics working in Japan, on the theme “Key Words for Understanding Japanese Law.” Of course I recognized from the outset that reducing the essence of a legal system (or any other complex phenomenon) to a single “key word” would entail a loss of nuance. But I thought (and still think) the assigned theme was a fair and valuable one. After all, cartoons and caricatures can be illuminating.
Month: April 2014
Reuters: “Japan Business Lobby Plans Corporate Governance Rules: Source
Thu, Apr 24 2014 By Noriyuki Hirata TOKYO (Reuters) – Japan's most powerful business lobby, Keidanren, plans to introduce corporate governance rules that will require better disclosure, a person familiar with the matter said, but they will stop short of bolder reforms sought by many investors.
What? The U.S. Business Roundtable in 1981 Sang the Same Song that Japanese Managers Do Today?
Many Japanese executives and commentatorssound a lot like the U.S. Business Roundtabledid(see below) on the topic of stakeholder capitalism vs. shareholder primacy. I personally think this has become a semi-religiousargument with no point, the real question being whether managers are really thinking about shareholders'long-term interestsor (conversely)whether they really analyzing and prioritizing all stakeholders from the point of view of sustainable profitability.
(E&Y) A Preview of Environmental and Social Shareholder Proposals
Environmental and social topics continue to be the dominant category of shareholder proposals based on the number of proposals submitted – more than half to date.
They also represent the leading area for proposals withdrawn in connection with successful company-investor engagement and agreement prior to the proposal going to a vote. This agreement may include implementation of the proposal in part or full, providing additional disclosure, or a commitment to ongoing dialogue on the topic.
ACCJ Commends LDP’s Initiative in Considering Creation of a Corporate Governance Code (ACCJ Viewpoint)
The American Chamber of Commerce in Japan（ACCJ) released a new Viewpoint,Implement a Corporate Governance Code to Encourage Listed Companies in Japan to Adopt Best Practices and Uniform Disclosure. In the Viewpoint the ACCJ praisesthe LDP for its initiative moving in this direction because it is necessary to encourage uniform disclosure about corporate governance practices at each company, something that is essential in order for the Stewardship Code to be effective.
Pakistan: Major Progress Towards Requiring, Institutionalizing Director Training and Certification
In recent years, Pakistan has made major progress in improving its corporate governance ecosystem, especially in the area of director training and certification – which is now generally required for all directors of public companies pursuant to the Corporate Governance Code.
Accelerated Certificate in Company Direction: PICG, IoD join hands to introduce certification
KARACHI: Pakistan Institute of Corporate Governance (PICG) has joined hands with the UK’s Institute of Directors (IoD) to introduce the globally recognised Accelerated Certificate in Company Direction under the Royal Charter in Pakistan.
Addressing a press conference on Monday, PICG President and CEO Fuad Hashimi said the qualification will provide Pakistan’s professionals with an opportunity to become part of a global network of trained directors in 34 countries.
“Shortage of Female Directors in Japan” by Takashi Kotani (JB Press)
Takashi Kotani, an advisor of corporate communications, pointed out another 2020 problem in Japan – Shortage of female directors in Japan – Unintended effect of Abe's Womenomics policies; firms will be scraping bottom of barrel.
Important Lessons from the Demise of Kodak – Making the Hard Decisions Early Enough
Kodak, former photography trailblazer, files for bankruptcy
Kodak: A Lesson In Risk Aversion
“Why Talk?” – The Process of Dialogue in Shareholder Engagement
Abstract: In explaining how activists engage corporations, social movement theory has provided a compelling account of contentious activism and tempered radicalism. The growing use of dialogue, by contrast, has not received a comparable level of attention. On the basis of a four-year qualitative study of a faith-based coalition of investors, we develop a process model of how shareholder dialogue leads to corporate change. Through repeated engagement activists leverage internal corporate political debate to achieve synthesis.