【Short Review】Analysis of voting results of shareholder proposals: Cases requiring increase in dividends and the abolition of the positions of Corporate Counselor and Advisor


●Focusing on how 17 Japanese institutional investors voted for shareholder proposals
The stewardship code aims to expand mid- and long-term returns of beneficiaries by means of a meaningful dialogue between institutional investors and investee companies to promote companies’ sustainable growth. However, from the outside, it is challenging to gain insights into how institutional investors practically conduct activities based on the stewardship code.
On the other hand, Japanese institutional investors have started to disclose specific voting results for each individual agenda of individual investee companies, after the revision of the Japanese stewardship code by the Financial Services Agency in May 2017 and the publication of the Stewardship Principles by the Government Pension Investment Fund in June 2017. Analyzing disclosed voting results, which represent investors’ intention toward investee companies, partly assists in gaining insights into the focal points, evaluation, and practical activities of institutional investors along the stewardship code.
Considering the above, this study focuses on three categories of shareholder proposals that required (i) increase in dividends, (ii) abolition of the positions of Corporate Counselor and Advisor, and (iii) selling of listed shares held for reasons other than pure investment purposes. This survey covered listed companies which were owned by large Japanese institutional investors and held their annual general meetings of shareholders (AGM) in June 2017. We investigated the specific voting results of 17 Japanese institutional investors who signed the “Principles for Responsible Investment” and disclosed the voting records until mid-September 2017. Further, we consider how they evaluated such shareholder propositions.

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