Independent Leading Corporate Governance Research

Metrical Inc

METRICAL INC. is an independent leading Corporate Governance research firm in Japan where Corporate Governance is increasingly recognized as an important element on corporate management in these days. Thus, CG research and solutions would become an essential component of global capital markets and play important to contribute to transparency of the markets and maximize shareholders’ value in Japan. 

METRICAL INC. provides Corporate Governance research and analysis including rating services, and  also offers investment research and IR services with solutions and customized profound research on CG and IR issues.

MBOs Would Open the Door to Investment for Companies that Weren’t Invested for Fear Of "Value Trap"

Still Many "Parent-Subsidiary Listings" Keep to Provide Investment Opportunities for Inefficiencies

Cash Generation from the Sale of Subsidiary Shares Is the Default, but the Issue Remains Postponed

Japan's Governance: Parent-Subsidiary Listing and Review of ENEOS Holdings Subsidiary Strategy

2 Rakuten Subsidiaries' Listings Run Counter to the Dissolution of Parent-Subsidiary Listings

Dissolving the Parent-Subsidiary Listing Is a Powerful Way to Increase Valuations?

Independence of BOD Is Necessary, but Can Independence of Subordinate Companies Really Be Ensured?

When Will Fiduciary Duty Take Root in Japan?

Executive Director, Metrical Inc

Aki Matsumoto

Executive Director

<ul>
<li>In TOB case from a parent company, managers of acquired company finally realized that there’s litigation risk from shareholders if there’s flaw in their fiduciary duty to maximize shareholder interests.</li>
<li>In the past, acquisitions with negative goodwill were conducted, but a TOB at a price below book value would require plausible rationales. TSE's request to raise P/B may have affected.</li>
<li>In addition to the increasing dissolution of parent-subsidiary listings, TOBs (or sales) of equity-method affiliates are expected to increase, as in the case of Daiken Kogyo.</li>
</ul>


In TOB case from a parent company, managers of acquired company finally realized that there’s litigation risk from shareholders if there’s flaw in their fiduciary duty to maximize shareholder interests.
In the past, acquisitions with negative goodwill were conducted, but a TOB at a price below book value would require plausible rationales. TSE's request to raise P/B may have affected.
In addition to the increasing dissolution of parent-subsidiary listings, TOBs (or sales) of equity-method affiliates are expected to increase, as in the case of Daiken Kogyo.


Parent-Subsidiary Listing Strategy Expected to Be Even More Attractive

TSE Tokyo Price Index TOPIX

Parent-Subsidiary Listing Strategy Expected to Be Even More Attractive