The Board Director Training Institute of Japan

BDTI CEO, Proposer of  Japan's Governance Code, The Board Director Training Institute of Japan

Nicholas Benes

Mr. Benes is is the Representative Directors of The Board Director Training Institute of Japan. He received his B.A. in political science from Stanford University, and a JD-MBA degree from UCLA. He then worked at JP Morgan for 11 years and went on to lead a pathbreaking M&A advisory boutique in Japan, JTP Corporation.  He is an inactive member of the bar in California and New York. In the past, he served as a twice-elected Governor of the ACCJ, Chair of the ACCJ’s FDI Committee and FDI Task Force, and as a member of the Experts Committee of the Japan Investment Council, an advisory committee to the Japanese Cabinet on FDI policy. He has also served as an independent outside director at Alps Mapping, the listed company Cecile Ltd., Livedoor Holdings (post-scandal);  and Imagica Group (6879). He currently serves on the board of Advantest (8657)   In 2010, he was a member of the Financial Services Agency’s Corporate Governance Liaison Committee, which had been formed to provide private sector input to the Ministry of Justice and the Legal Affairs Advisory Council regarding amendment of Japan’s Company Law. In 2013, he proposed that the creation of a corporate governance code be included in the LDP’s growth strategy, to be implemented under the auspices of the FSA.  He then advised members of the diet and the FSA, with regard to the drafting process and the content of Japan’s first corporate governance code. He also later seeded a variety of other reforms, including inclusion of principles about diversity and corporate pension governance in the governance code.

BDTI CEO, Proposer of  Japan's Governance Code

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The Board Director Training Institute of Japan (BDTI), a non-profit Japanese “public interest” organization certified by the government, was established in 2009 by experts and opinion leaders active in academic and business circles. BDTI’s mission is to increase trust between corporations and the public, and facilitate the safe, sustainable and ethical development of the Japanese economy and Japanese companies, by improving corporate governance and accelerating the spread of effective management methods.  We believe that director training is the key to doing these things while also enhancing corporate value.

<p>Another in a long line of under-priced take-private deals in Japan. The Corporate Governance Code requires companies to disclose their policies for "related party transactions", which of course include being bought by a large shareholder. </p><p>While the <a href="https://www.smartkarma.com/entities/12197" target="_blank" data-smartkarma-citation="entities:12197">JTEKT Corp (6473 JP)</a> deal for <a href="https://www.smartkarma.com/entities/20550" target="_blank" data-smartkarma-citation="entities:20550">Fuji Kiko Co Ltd (7260 JP)</a> is a TOB, limiting what the board of Fuji Kiko could do about it sans takeover defenses, the board does have to express its opinion regarding the deal as per the FSA disclosure rules. One would…</p>

Another in a long line of under-priced take-private deals in Japan. The Corporate Governance Code requires companies to disclose their policies for "related party transactions", which of course include being bought by a large shareholder. While the JTEKT Corp (6473 JP) deal for Fuji Kiko Co Ltd (7260 JP) is a TOB, limiting what the board of Fuji Kiko could do about it sans takeover defenses, the board does have to express its opinion regarding the deal as per the FSA disclosure rules. One would…

JTEKT Deal for Fuji Kiko - Japan's "Take-Private Problem"