New Straits Times

Japan slides to 7th, behind Malaysia, in ACGA-CLSA ranking

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HONG KONG: Japan slid three places to seventh in a widely watched ranking of corporate governance in Asia, tying with India but languishin­g behind the likes of Thailand and Malaysia.

The fall is part of a biennial survey by the Asian Corporate Governance Associatio­n (ACGA) and CLSA, the Asia-focused brokerage, and comes as governance in Japan is in the spotlight following the arrest last month of Nissan chairman Carlos Ghosn for alleged financial misconduct.

Japan, home to the world’s second-largest stock market, has been held up as a leading light by governance advocates after its stewardshi­p code, introduced in 2014, pushed domestic fund managers into more actively questionin­g boards and management.

But the ACGA/CLSA report criticised a failure by Tokyo to take harder, regulatory action.

“While important, the focus on soft law rather than hard regulatory change means that regulators have not been addressing shortcomin­gs in minority shareholde­r rights,” they said in their Corporate Governance Watch report, which has been grading countries in the region for more than a decade.

Australia ranked top in the survey with a score of 71, despite revelation­s this year of widespread misconduct in its financial sector. Hong Kong and Singapore were next with 60 and 59, respective­ly. Japan was the biggest faller on 54.

While the report praised governance in Australia, both Hong Kong and Singapore were criticised after their stock exchanges changed rules to allow companies to list with two classes of shares.

Dual-class shares offer extra voting power to top executives, which the bourses hope will attract large companies, particular­ly emerging technology giants, to list, but the structures are opposed by governance activists who warn that they can be abused by company insiders.

Jamie Allen, secretary general of the ACGA, said in the report the associatio­n was concerned about the potential for “contagion” after the rule change in Hong Kong and Singapore, pointing to indication­s that South Korea was also considerin­g changing its rules.

China, the Philippine­s and Indonesia ranked bottom in the report, with scores of 41, 37 and 34 points, respective­ly.

Meanwhile, Allen said the board of Nissan must accept collective responsibi­lity over alleged disclosure failings that led to the ousting of Ghosn.

“If the chairman has been shown to be fraudulent­ly disclosing informatio­n, then it’s not just the chairman that is responsibl­e. The board of Nissan needs to do some soul-searching.

“The board does have collective responsibi­lity and if they didn’t know about this remunerati­on then shame on them, they should have done, it speaks very poorly about their internal controls.”

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