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Proxy Voting Policy

  1. Our Fundamental View on Proxy Voting

    To perform our fiduciary duties faithfully, Asuka Asset Management Co., Ltd (the "Company") only exercises voting rights to increase shareholder value in the interest of our customers, never for interests of its own or that of a third party. The term "interest of our customers" means "increase in value" or "prevention of damaging the value" of the companies owned by our customers through holding shares of the invested companies.
    The Company determines target companies and exercises voting rights based on the characteristics of the fund it manages.

  2. Establishment of Proxy Voting Process

    The fund manager in charge reviews proxy proposals and information of corporate actions by analyzing shareholders' meeting notices, prime broker web sites, and other informative materials. If a fund manager determines the item raised is significant and/or requires further consideration, they examine the proposal and then the responsible fund manager will finalize the vote to either approve, disapprove, abstain, or carte blanche. The rational of each vote will be filed and will be disclosed upon request to customers.

  3. Screening of Target Companis

    In order to efficiently exercise voting rights, companies in need of detailed examination, in light of the interest of shareholders, will be screened through quantitative criteria, such as business performance and investment return, as well as qualitative criteria such as corporate governance and law violation.

  4. Guidelines for Proxy Voting

    Voting rights will be exercised under the following basic policies in consideration of the circumstances for each particular case.

    Proposal Factors to be considered
    1. Company-generated Proposals  
    Appropriation of Surpluses Balance of dividend ratio and retained ratio, Room for growth via capital investment
    Election of Directors Nominees' qualifications and past unlawful behavior
    Election of Auditors Nominees' qualifications and past unlawful behavior
    Revision to Articles of Incorporation The relation between the mid-long term increase in corporate value and the specific content of the amendment of the article of incorporation
    Payment of Retirement Allowances Degree of contribution to the increase in corporate value for the company
    Revision of Executive Remuneration Amount Contribution to the increase in corporate value and effect of alignment
    Issue of Subscription Rights (Warrants) Alignment effect in relation to protection of existing shareholders' rights and shareholders' interests
    Election of Accounting Auditors Independence and fairness
    Restructuring *1 Timely disclosure of important information. Conflict of interest among shareholders
    Anti-takeover Measures Relations between increase in shareholder value and entrenchment effect
    Other Proposals by Company *2 Comprehensive judgment in perspective of corporate conduct and an increase in corporate value
    2. Shareholder Proposals Shareholder equality, content of proposal and probability of mid-long term increase in corporation value

    *1 Merger, business transfer, stock exchange, company split and others
    *2 Stock repurchase, decrease in legal reserve, increase/decrease in capital, consolidation of shares, directors' bonus, endowment and others

Proxy Voting

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