Shareholder activism in Asia has reached a record high and shows no signs of slowing down as western investors dive into a once-untapped market and domestic investors use western tactics to gain a voice at long-entrenched companies. Asian companies, which have typically resisted listening to shareholder activist ideas, are changing their tune. Japan has become a greenfield for western activists seeking new opportunities abroad, while the Japanese market has also provided a home for some domestic investors to enact change. As a result, management teams and boards are being forced to listen.

Corporate Governance Japan 2020 explores the barriers for activists operating in Japan. Senior journalists from The Deal, the leading U.S. news source on activism, M&A and changes in corporate control, will be joined by the most respected investors and corporate executives to examine the types of governance initiatives, assessments, engagement programs and communication strategies companies should institute in readiness for when an activist comes calling.

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Tokyo, Japan

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AGENDA TOPICS

State of the Market
Over the past decade Japan has experienced a sea of change in its investor base, as foreign institutional investor capital has invaded the market. At the same time, the Abe Administration is implementing new tougher stewardship and governance codes, all of which encourage a new breed of international and domestic activist hedge fund investors. This panel will examine what the changing investor base will mean for the country’s interlocking Keiretsu corporations and the future of mergers and dealmaking. Similar trends emerging in neighboring countries, including South Korea and Singapore, will be examined as well.

New Rules for Takeovers and Spinoffs – and What They Mean for Activism
In 2019, the Abe Administration implemented reforms to the country's merger and leveraged buyout rules. Months later, the dealmaking community is still struggling to grasp what the changes mean. This panel will examine guidance issued by the Ministry for Economy, Trade and Industry seeking to shake up the takeover process in Japan, and explore what corporates and investors need to know to navigate the murky waters. Panelists will discuss whether corporations are embracing tax code change adopted in 2017 to make it easier for corporate spinoffs to occur and whether activists are trying to drive these kinds of deals.

Be Your Own Activist
In today’s environment, Asian companies are mindful not only of the threat of U.S based activism, but more broadly across their overall shareholder landscape. As more and more “engaged shareholders” are viewing activism as a behavior, a new form of communication is necessary. How should companies behave proactively and what types of initiatives, assessments, engagement programs and communication strategies should they be instituting to position themselves so that they are never attacked by an activist?  Every company now knows it needs to be its own activist but what are the best practices and what does a company then do with that information.

How Do You Respond to the Activist at Your Gate?
Every CEO’s nightmare: Despite valiant efforts to keep activist hedge funds away, an insurgent with a list of demands is angling to get a seat on your board. Do you fight or settle? What does an executive or board member do to avoid disruption and polarization? This panel will look at how executives and board members can find common ground with activists and, if an activist gains a board seat, how to ensure that directors can continue to communicate effectively. This panel will also examine how companies can create a process for interaction with institutional investors, both domestic and international, who have different goals and priorities.

Speakers

To learn how your organization can participate in this conference, contact Jenney Smith at jenney.smith@thedeal.com or +1 212-224-3022.

CONTACT

Sponsorship:

Jenney Smith

P: 212-224-3022

Registration/Press:

Nicole Harris

P: 212-224-3040

Speakers:

Eric Salvarezza

P: 631-664-1311

What Activists Do and How Japan is Responding
An increasing number of U.S. activist investors, seeking to diversify their investments, are traveling across the globe to target Japanese conglomerates and other corporations, with campaigns seeking to encourage stock buybacks, mergers & acquisitions and real estate sales to increase shareholder value. This panel will examine the tactics employed by insurgent investors including public letters seeking to embarrass executives and director contests. The aggressive tactics were once rare in the consensus-based corporate culture in Japan. Our panelists will tackle whether the taboo is weakening and whether foreign investors are the primary group seeking to embarrass C-Suite CEOs with these approaches, or if domestic activists getting in the game, as well.

REGISTRATION COMING SOON

To be notified when registration opens, please complete the form below. The Corporate Governance conference attracts senior executives, board members and investors from a variety of sectors.

SPEAKERS

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Tsuyoshi Maruki
Strategic Capital Inc.

Alicia Ogawa

Columbia Business School's Center on Japanese Economy and Business

John Trammell
Symphony Financial Partners

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Caution for Foreign Investors
The Abe administration has introduced proposals targeting foreign investment in Japanese companies in various industries. The news rules, if passed, would certainly impact activist investors who have found Japan a greenfield of opportunity over the last few years. As new regulations and restrictions are implemented, how can activist investors continue to make headway in the region? How will lowering the threshold for shareholder disclosures and tighter scrutiny on foreign ownership impact activist investing strategies? How do the sprawling structures of Japan’s keiretsus and zaibatsus complicate these potential new regulations and industry classifications? Will non-Japanese insurgent investors have a harder time pushing for spinoffs or direct shakeups under the new rules?