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.

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Executive Director, Metrical Inc

Aki Matsumoto

Executive Director

<ul>
<li>Although listed companies are required to consider the interests of minority shareholders, parent-subsidiary listings should inherently be avoided because it's difficult to reconcile conflicting interests between parent and its subsidiary.</li>
<li>This case questioned whether the FamilyMart directors considered the interests of minority shareholders. The fact that fiduciary duty is scarce in Japan could have been a factor behind this case.</li>
<li>This lack of understanding may also be a factor preventing independent directors from fulfilling their functions, as some CEOs are seen to consider independent directors as advisors rather than managers.</li>
</ul>


Although listed companies are required to consider the interests of minority shareholders, parent-subsidiary listings should inherently be avoided because it's difficult to reconcile conflicting interests between parent and its subsidiary.
This case questioned whether the FamilyMart directors considered the interests of minority shareholders. The fact that fiduciary duty is scarce in Japan could have been a factor behind this case.
This lack of understanding may also be a factor preventing independent directors from fulfilling their functions, as some CEOs are seen to consider independent directors as advisors rather than managers.


When Will Fiduciary Duty Take Root in Japan?

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When Will Fiduciary Duty Take Root in Japan?