Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Last year, 55 Japanese listed companies received shareholder proposals in the June AGM season. Of course, some of the shareholder proposals made are spurious and made for a laugh, but last year <a href="https://www.nikkei.com/article/DGXMZO60929010Z20C20A6EA1000/?s=5" target="_blank" rel="noopener">23 companies received proposals from activist investors</a>, up from 16 in June 2019.  Data collated by <a href="https://www.whitecase.com/publications/alert/japans-2020-proxy-season-results-announced" target="_blank" rel="noopener">White &amp; Case</a> in summer 2020 showed that of the 22 companies which received activist proposals (their number is different than IR Japan's), 30 proposals to those 22 companies received more than 20% of votes, and just under half (14) received 30%. Various commentators noted that for the 2020 AGM season, the impact of COVID-19 and the fact that many meetings became virtual meetings, along with the fact that the lockdowns were of unknown effect but revenue and profit impact in the year ahead was deemed to be severe, many activist shareholders which would have proposed large buybacks as a use of excess cash may have decided to temper their request. Where they did not, often the response from management was that because of the significant potential impact of covid-19 mitigation/safety/response measures, large buybacks using up significant cash (just when Japanese corporates had pulled all available cash out of credit lines) was perhaps not wise. Importantly, no measure among the activists shareholder measures last year gained 50% of the vote on that agenda item let alone two-thirds needed to achieve a change in the Articles of Incorporation. Such wins remain rare. However, as White &amp; Case points out, an item which <a href="https://www.smartkarma.com/entities/mizuho-financial-group-inc" target="_blank" data-smartkarma-citation="entities:219:1" rel="noopener">Mizuho Financial Group (8411 JP)</a> management had objected to in 2015, 2016, 2017 and was rejected (shareholder input on income allocation) but with significant support of 41%, 48%, and 43% respectively in those years was re-suggested last year by management itself where the measure received 98% approval.Sometimes these messages get through. But importantly, they are a message because shareholders send them (see <a href="https://www.smartkarma.com/insights/japan-needs-more-cowbell" target="_blank" data-smartkarma-citation="insights:41191" rel="noopener">Japan Needs More Cowbell</a> for more thoughts on the matter). The measure proposed by the activist to Mizuho was actually an individual activist named Mitsutaka YAMAGUCHI and he held 30,000 shares, giving him the right to make the proposal.*<div class="content-remarks">*The minimum criteria are that a shareholder hold 300 voting rights or 1.0% of shares outstanding for at least six months to be able to put a proposal to shareholders at an AGM. And based on a change in the Companies Act which should have gone into effect on March 1, the content for such shareholder proposals is restricted now to one of ten areas. </div>The deadline for such shareholder proposals is usually 8 weeks prior to the AGM which means in most cases for June-end AGMs, they had to be submitted by the end of April. I expect we will see a flurry of company reports of new shareholder proposals in the days ahead.This insight serves as an anchor for selected insights to follow which discuss shareholder proposals on specific companies, how to get information, and follow-up where notable, from shareholder proxy services, etc.

Last year, 55 Japanese listed companies received shareholder proposals in the June AGM season. Of course, some of the shareholder proposals made are spurious and made for a laugh, but last year 23 companies received proposals from activist investors, up from 16 in June 2019.  Data collated by White &amp; Case in summer 2020 showed that of the 22 companies which received activist proposals (their number is different than IR Japan's), 30 proposals to those 22 companies received more than 20% of votes, and just under half (14) received 30%. Various commentators noted that for the 2020 AGM season, the impact of COVID-19 and the fact that many meetings became virtual meetings, along with the fact that the lockdowns were of unknown effect but revenue and profit impact in the year ahead was deemed to be severe, many activist shareholders which would have proposed large buybacks as a use of excess cash may have decided to temper their request. Where they did not, often the response from management was that because of the significant potential impact of covid-19 mitigation/safety/response measures, large buybacks using up significant cash (just when Japanese corporates had pulled all available cash out of credit lines) was perhaps not wise. Importantly, no measure among the activists shareholder measures last year gained 50% of the vote on that agenda item let alone two-thirds needed to achieve a change in the Articles of Incorporation. Such wins remain rare. However, as White &amp; Case points out, an item which Mizuho Financial Group (8411 JP) management had objected to in 2015, 2016, 2017 and was rejected (shareholder input on income allocation) but with significant support of 41%, 48%, and 43% respectively in those years was re-suggested last year by management itself where the measure received 98% approval.Sometimes these messages get through. But importantly, they are a message because shareholders send them (see Japan Needs More Cowbell for more thoughts on the matter). The measure proposed by the activist to Mizuho was actually an individual activist named Mitsutaka YAMAGUCHI and he held 30,000 shares, giving him the right to make the proposal.**The minimum criteria are that a shareholder hold 300 voting rights or 1.0% of shares outstanding for at least six months to be able to put a proposal to shareholders at an AGM. And based on a change in the Companies Act which should have gone into effect on March 1, the content for such shareholder proposals is restricted now to one of ten areas. The deadline for such shareholder proposals is usually 8 weeks prior to the AGM which means in most cases for June-end AGMs, they had to be submitted by the end of April. I expect we will see a flurry of company reports of new shareholder proposals in the days ahead.This insight serves as an anchor for selected insights to follow which discuss shareholder proposals on specific companies, how to get information, and follow-up where notable, from shareholder proxy services, etc. 

Japan Activism:  Shareholder Proposals for the Q2 AGM Season Start Trickling In

Research and consultancy, Tabbush Report

Daniel Tabbush

Research and consultancy

Tabbush Report

We provide research and consultancy on Asian banks. Our focus is on what we call “Asian bank research, without the noise.” We are interested in the most critical swing-factors for banks, the NPL and credit cycle, and where we believe there is a gap between perception and reality. We often focus on the less studied components of bank financial statements.  Our research is highly thematic, sometimes examining unlisted banks and companies as a window on mainstream banks. 

Being independent allows us to look at smaller banks, often overlooked by others. Analysis of BIS bank guidelines in the context of Asia, is also a focal point, while we also analyze global banks operating in the region. We use what we believe is the most comprehensive, reliable financials database, SNL Financial. S&P Capital IQ augments our database, with corporate data and CEIC, with economics. 

Asian bank research, without the noise.

Thematic (Sector/Industry)

Loan growth in Japan is uncharacteristically strong, accelerating dramatically from recent lows. At the other extreme is Indonesia, where loan growth has never been lower in our time series. The relative impact to profit favours Japan's banks.

Loan growth in Japan is uncharacteristically strong, accelerating dramatically from recent lows. At the other extreme is Indonesia, where loan growth has never been lower in our time series. The relative impact to profit favours Japan's banks. 

Senior Bank Analyst - Japanese Banks, Windamee Research

J. Brian Waterhouse

Senior Bank Analyst - Japanese Banks

Windamee Research

Japanese Banks

Bank deposits hit an all-time high of ¥854.608 trillion (US$7.84 trillion) on 31 March 2021, according to the Japanese Bankers Association (JBA), rising +2.0% MoM and a remarkable +9.7% YoY.  According to the Bank of Japan (BoJ), average deposit balances in March 2021 were ¥1,067.259 trillion (US$9.79 trillion); this was also an all-time high level.For Japanese bankers, however, such impressive statistics are anything but good news.  Already awash in surplus cash, adding another ¥6.0 trillion (US$55.15 billion) to the banks’ collective coffers in a single month is of almost no value to them whatsoever. The metaphorical equivalent of such an event would be something like turning a fire hose onto an already-flooded river.  It just makes an already bad situation far worse.  Major banks’ loan to deposit (LDR) ratios have now fallen to historic lows of 49%, underlining the fact that customer funds continue to flow into Japanese banks far faster than they are able to process that inflow and reinvest the proceeds as loans to help support an economic recovery. Banks simply do not need those mountains of money that pile higher and higher as each month passes.January through mid-March saw an unusually strong rally in bank shares, in line with trends in other global stock markets.  Trees do not grow to Heaven, however, and stock prices do not rise for ever  –  especially Japanese bank stocks.  Having passed the ‘marker point’ for the end of perennial bank rallies, namely 15 March (“The Ides of March”), the sector has weakened noticeably over the last month (after peaking on 19 March 2021 at 162.08) with the mega-banks falling close to 10% while other major banks and large regional banks have seen their share prices falling by 15% or more.“Caveat Emptor!” (May the Buyer Beware) remains our advice to would-be investors in Japanese bank stocks for the remainder of 2021 and beyond.<figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/203/578/original/image_7378929621619743178079.png?1619743180" class="editor-image img-responsive" data-smartkarma-image-id="203578"></figure>

Bank deposits hit an all-time high of ¥854.608 trillion (US$7.84 trillion) on 31 March 2021, according to the Japanese Bankers Association (JBA), rising +2.0% MoM and a remarkable +9.7% YoY.  According to the Bank of Japan (BoJ), average deposit balances in March 2021 were ¥1,067.259 trillion (US$9.79 trillion); this was also an all-time high level.For Japanese bankers, however, such impressive statistics are anything but good news.  Already awash in surplus cash, adding another ¥6.0 trillion (US$55.15 billion) to the banks’ collective coffers in a single month is of almost no value to them whatsoever. The metaphorical equivalent of such an event would be something like turning a fire hose onto an already-flooded river.  It just makes an already bad situation far worse.  Major banks’ loan to deposit (LDR) ratios have now fallen to historic lows of 49%, underlining the fact that customer funds continue to flow into Japanese banks far faster than they are able to process that inflow and reinvest the proceeds as loans to help support an economic recovery. Banks simply do not need those mountains of money that pile higher and higher as each month passes.January through mid-March saw an unusually strong rally in bank shares, in line with trends in other global stock markets.  Trees do not grow to Heaven, however, and stock prices do not rise for ever  –  especially Japanese bank stocks.  Having passed the ‘marker point’ for the end of perennial bank rallies, namely 15 March (“The Ides of March”), the sector has weakened noticeably over the last month (after peaking on 19 March 2021 at 162.08) with the mega-banks falling close to 10% while other major banks and large regional banks have seen their share prices falling by 15% or more.“Caveat Emptor!” (May the Buyer Beware) remains our advice to would-be investors in Japanese bank stocks for the remainder of 2021 and beyond.

Japanese Bank Deposits:  Mountain High, Value Low

An old investment industry joke has it that long-term investments in equities are usually short-term investments that went wrong.  In the Japanese banking industry, short-term loans are euphemistically called “working capital finance” but, in many instances, act as a substitute for equity capital by being rolled-over or renewed every three to six months on an indefinite basis, as long as the interest continues to be paid on time.  Unlike Western banking practice, there is little to no effort ever made by Japanese banks to have these ‘short-term‘ loans cleaned-up and repaid, thereby minimizing the strain on corporate cash-flow over the longer-term while maximizing the banks’ interest income.The arrival of the global COVID-19 pandemic at the beginning of 2020 created heavy demand for bank finance as companies rushed to secure sufficient cash and lines of credit.  The purpose of this ‘dash for cash’ was to ensure corporate survival and to tide them over what was hoped would be a short period of financial uncertainty. This additional lending was intended to be short-term in nature.  As Japan faces yet another wave of the coronavirus, with emergency declarations in several of her principal cities and more lockdowns just as the postponed 2020 Olympics is scheduled to begin, it is becoming increasingly apparent that some borrowers need not just cash but capital to survive.Some banks are reportedly now considering whether to convert some of these ‘short-term’ emergency loans into long-term subordinated loans, thereby marginally improving the interest rate on the loan.  The clear advantage for the borrower would be the removal of any financial pressure to repay the loan any time soon.  For the banks, there might be other less obvious advantages than simply a better interest rate, including an opportunity to maintain potentially future non-performing loans in ongoing performing-loan status, which would obviate the need to set aside additional loan-loss provisions and preserve the banks’ own precious capital.Why call a spade a spade when it could also be referred to as a shovel?January through mid-March saw an unusually strong rally in bank shares, in line with trends in other global stock markets.  Trees do not grow to Heaven, however, and stock prices do not rise for ever  –  especially Japanese bank stocks, as has once again been proven.  Having passed the ‘marker point’ for the end of perennial bank rallies, namely 15 March (“The Ides of March”), the sector has weakened noticeably over the last month (after peaking on 19 March 2021 at 162.08) with the mega-banks falling close to 10% while other major banks and large regional banks have seen their share prices falling by 15% or more.“Caveat Emptor!” (May the Buyer Beware) remains our advice to would-be investors in Japanese bank stocks for the remainder of 2021 and beyond.<section class="figure"><figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/202/916/original/JBanks-2021-0428-TPNBNK+in+2021.jpg?1619500060" class="editor-image img-responsive" data-smartkarma-image-id="202916"></figure></section>

An old investment industry joke has it that long-term investments in equities are usually short-term investments that went wrong.  In the Japanese banking industry, short-term loans are euphemistically called “working capital finance” but, in many instances, act as a substitute for equity capital by being rolled-over or renewed every three to six months on an indefinite basis, as long as the interest continues to be paid on time.  Unlike Western banking practice, there is little to no effort ever made by Japanese banks to have these ‘short-term‘ loans cleaned-up and repaid, thereby minimizing the strain on corporate cash-flow over the longer-term while maximizing the banks’ interest income.The arrival of the global COVID-19 pandemic at the beginning of 2020 created heavy demand for bank finance as companies rushed to secure sufficient cash and lines of credit.  The purpose of this ‘dash for cash’ was to ensure corporate survival and to tide them over what was hoped would be a short period of financial uncertainty. This additional lending was intended to be short-term in nature.  As Japan faces yet another wave of the coronavirus, with emergency declarations in several of her principal cities and more lockdowns just as the postponed 2020 Olympics is scheduled to begin, it is becoming increasingly apparent that some borrowers need not just cash but capital to survive.Some banks are reportedly now considering whether to convert some of these ‘short-term’ emergency loans into long-term subordinated loans, thereby marginally improving the interest rate on the loan.  The clear advantage for the borrower would be the removal of any financial pressure to repay the loan any time soon.  For the banks, there might be other less obvious advantages than simply a better interest rate, including an opportunity to maintain potentially future non-performing loans in ongoing performing-loan status, which would obviate the need to set aside additional loan-loss provisions and preserve the banks’ own precious capital.Why call a spade a spade when it could also be referred to as a shovel?January through mid-March saw an unusually strong rally in bank shares, in line with trends in other global stock markets.  Trees do not grow to Heaven, however, and stock prices do not rise for ever  –  especially Japanese bank stocks, as has once again been proven.  Having passed the ‘marker point’ for the end of perennial bank rallies, namely 15 March (“The Ides of March”), the sector has weakened noticeably over the last month (after peaking on 19 March 2021 at 162.08) with the mega-banks falling close to 10% while other major banks and large regional banks have seen their share prices falling by 15% or more.“Caveat Emptor!” (May the Buyer Beware) remains our advice to would-be investors in Japanese bank stocks for the remainder of 2021 and beyond.

Japanese Banks:  When Spades Become Shovels

Japan’s largest banks have seen steady and strong declines of credit costs during the past few quarters. Their earnings guidance upgrades do not seem to take this into account. Where credit costs remain low like the December 2020 quarter, FY22 earnings can be far stronger.

Japan’s largest banks have seen steady and strong declines of credit costs during the past few quarters. Their earnings guidance upgrades do not seem to take this into account. Where credit costs remain low like the December 2020 quarter, FY22 earnings can be far stronger. 

Japan – Upgrading Earnings, Even Before Credit Costs Bottom

Japan

Mizuho Financial Group, Inc. provides comprehensive financial services through its subsidiaries. The Group provides variety of financial services such as general banking, securities brokerage, trust banking, and assets management.

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Mizuho Financial Group (8411 JP)

Japan Activism: Shareholder Proposals for the Q2 AGM Season Start Trickling In

Japan AGM season starts in earnest in mid-June but the deadline for shareholder proposals is 8 weeks prior. 8 June AGM Companies so far received...

Travis Lundy

Japan – Loan Growth Exceeds Indonesia

Loan growth in Japan is uncharacteristically strong, accelerating dramatically from recent lows. At the other extreme is Indonesia, where loan...

Daniel Tabbush

Japanese Bank Deposits: Mountain High, Value Low

Bank deposits hit an all-time high of ¥854.608 trillion (US$7.84 trillion) on 31 March 2021. For Japanese bankers, however, such impressive...

J. Brian Waterhouse

Japanese Banks: When Spades Become Shovels

As Japan faces yet another coronavirus outbreak, it is increasingly apparent that some borrowers need not just cash but capital to survive. Short...

J. Brian Waterhouse

Japan – Upgrading Earnings, Even Before Credit Costs Bottom

Japan’s largest banks have seen strong declines of credit costs. Their earnings guidance upgrades do not seem to take this into account. FY22 can...

Daniel Tabbush

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