Policy for Cross-shareholdings and Voting Standards

Principle 1-4 Cross-shareholdings

The Company has prepared and disclosed a policy for cross-shareholdings (reduction policy and voting standards).

(1)Views on cross-shareholdings

  • In principle, the Company will not hold listed stocks as cross-shareholdings except in cases where it recognizes there is significance or justification for ownership. Significance or justification for ownership will be judged from the results of yearly examinations conducted on each stock based on whether there are expectations of collaboration with the issuers and business synergies, as well as on whether the benefit and risk of holding said stock are appropriate to its capital cost. Consequently, stock where there is little significance or justification for ownership will be sold while taking into account the proper stock price, market conditions and other factors.

(2)Standard for voting cross-shareholdings

  • The execution of voting rights is an important means of communicating with investees and the Company exercises its voting rights related to all cross-shareholdings. In exercising these rights, the Company checks each proposal and rather than making a uniform judgement on whether to approve or reject it based on formulaic or short-term standards, it makes a judgement from the perspective of whether said proposal will lead to continuous growth and a medium- to long-term increase in corporate value for the Company and the investee, based on sufficient consideration of said investee's management policy, strategies, and the like. Judgement on whether to approve or disapprove a proposal includes careful consideration of the following items in particular, as they may have a significant impact on shareholder return.
    1. Transfer of important assets
    2. Merger or share transfers which cause or cease wholly owned subsidiary
    3. Third-party allotments through favorable issuances
    4. Introduction of measures to defend against hostile takeovers

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