Toshiba’s largest shareholder declared the Japanese conglomerate’s board of directors “invalid” and accused the company of failing to adequately respond to reports showing it Collusion with the government Suppress activist investors.
Singapore-based fund Effissimo told the Financial Times in its first comment since the report was published last week Find Provides “clear insight into dysfunctional corporate governance.”
These remarks were made when other investors called for Chang Shanxiu, Toshiba’s chair, or the entire board was swept aside.
Toshiba held an emergency board meeting on Sunday after the report was released and announced Will delete Two members of the five-person audit committee, investors and individual board members accused the committee of misleading the board.
Effissimo criticized the move as insufficient, saying that its unwillingness to remove the remaining three members indicated that Toshiba “is unwilling to hold board members accountable.”
Effissimo said: “This latest move is nothing more than adding Toshiba’s unresolved governance and compliance deficiencies to the list of unresolved issues on the board of directors.” “Therefore, we believe that the current board of directors is invalid.”
The independent investigation conducted by an outside lawyer was forced by Effissimo to investigate Toshiba’s 2020 annual meeting. The report found that the meeting was conducted unfairly and painted a picture of collusion between the company and the Ministry of Economy, Trade and Industry.
The report also stated that the campaign against shareholders was carried out with the knowledge of the current Prime Minister Yoshihide Suga, who was the Chief Cabinet Secretary at the time. Yoshihide Suga denied the accusation.
In contrast, Toshiba’s internal report on violations at the 2020 Annual General Meeting of Shareholders did not find any problems-a conclusion that intensified criticism of the board of directors.
Effissimo, which holds a 9.9% stake in Toshiba, called for an extraordinary general meeting of shareholders to be held in March to defeat management and request an independent investigation. Many observers see this movement as a turning point for Japanese companies.
However, the conclusion that the annual general meeting was not conducted fairly has again raised concerns that Japanese companies did not attach great importance to the rights of shareholders.
Effissimo said that the shareholders’ meeting and the ability of shareholders to express their rights through voting is the basis for the existence of joint-stock companies.
The fund added: “We are shocked that the report reveals that Toshiba’s foundation may have been severely damaged.”