【Short Review】Opposition to the Appointment of the President Attributable to Composition of the Board of Directors -How It Emerged at AGM of CyberAgent –


At the annual general meeting of shareholders (AGM) of CyberAgent, Inc. (4751, "the Company") held in December 2019, Mr. Fujita, the incumbent president, was reappointed by a narrow margin at 57.5% (88.4% previous year.) Mr. Fujita is the largest shareholder holding 20.56% of the Company's shares and voted for his own appointment. Accordingly, excluding Mr. Fujita's share, about 54% of shareholders voted against his appointment in real terms.
The Company's Articles of Incorporation stipulates that the board members select one person out of the board as the president who supervises the Company's business operations. Therefore, if the approval rate for Mr. Fujita was lower than 50%, he is unavailable to hold a president position or supervise the Company's business operations. Mr. Fujita is one of the co-founders of the Company and has been striving to expand its businesses since the establishment in 1998. Furthermore, the Company encountered no major scandal or any movement requiring replacement of the president inside or outside the Company before the AGM in 2019. Then, what sort of perspective makes shareholders decide to vote against Mr. Fujita? This report discusses the decisions made by the institutional investors and their reasons.

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