English Exposure Draft of Japan’s New Corporate Governance Code Published – Public Comment Period Begins

The FSA has published an English version of the draft corporate governance code, and is asking for public comments – which may be sent to the FSA in English. The deadline for receipt of comments is January 31st, 2015.

The English translation, and instructions for making public comments, are available at:

http://www.fsa.go.jp/en/refer/councils/corporategovernance/20141226-1.html

BDTI is pleased to note that the exposure draft contains the following provisionswith regard to director and kansayaku training. The code itself, these sections, and many other key rules in the draft, are the direct result of proposals made by BDTI Representative Director Nicholas Benes since the establishment of BDTI in 2009.

Principle 4.14 Director and Kansayaku Training

New and incumbent directors and kansayaku should deepen their understanding oftheir roles and responsibilities as a critical governance body at a company, and shouldendeavor to acquire and update necessary knowledge and skills. Accordingly,companies should provide and arrange training opportunities suitable to each directorand kansayaku along with financial support for associated expenses. The board shouldverify whether such opportunities and support are provided.

Supplementary Principles

4.14.1 Directors and kansayaku, including outside directors and outside kansayaku,should be given the opportunity when assuming their position to acquirenecessary knowledge on the company’s business, finances, organization andother matters, and fully understand the roles and responsibilities, including legalliabilities, expected of them. Incumbentdirectors should also be given a
continuing opportunity to renew and update such knowledge as necessary.

4.14.2 Companies should disclose their training policy for directors and kansayaku.

The Board Director Training Institute (BDTI) is a "public interest" nonprofit in Japan dedicated to training about directorship, corporate governance, and related management techniques. It is certified by the Japanese government to conduct these activities as a regulated nonprofit. Read a summary about BDTI here, and see a menu of its services for both corporations and investors here.

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