HONG KONG & TOKYO–(BUSINESS WIRE)–Oasis Management Company Ltd. (“Oasis”) is the manager to funds that own over 9.7% of Fujitec Co. Ltd. (“Fujitec” or the “Company).
On June 17, Fujitec published a “Notice Concerning Board of Directors’ Resolution in relation to the Implementation of an Additional Investigation by the Third-Party Committee”. We believe this is another blatant attempt to fool shareholders:
“[T]he board of directors of the Company has today resolved to establish a third-party committee and implement additional investigations and evaluations into the Transactions in order to provide an ease of mind and to rid the suspicions of the Company’s shareholders and other stakeholders.”
(emphasis added)
The aim of any fair, independent, and transparent investigation should be to determine whether any actions breached standards of good governance, and to identify measures to resolve and improve governance in light of any breaches — not just to provide “ease of mind” and “rid the suspicions” of shareholders. In the case of Fujitec, where we have identified many related-party transactions between the Company and President Uchiyama’s family entities, it is even more important that any such investigation be independent and thorough, rather than a simple box-ticking exercise conducted by cherry-picked third parties to whitewash the related-party transactions.
Fujitec’s latest statement only underscores the pressing need for a governance overhaul at the Company. Stakeholders deserve more.
With ISS and Glass Lewis’ independent endorsements of our concerns and recommendations to vote against President Uchiyama, Oasis reaffirms its call to shareholders to VOTE AGAINST President Uchiyama to protect Fujitec from further abuses of power by the Uchiyama family.
The risks associated with removing President Uchiyama are minimal. We believe the daily business operations are run by the Executive Vice President Okada and the rest of the executive team, and would continue to operate in the event President Uchiyama is dismissed.
We believe that supporting President Uchiyama’s re-appointment will reward poor corporate governance and promote abuses of power by executives. This would send the wrong message to Fujitec’s stakeholders as well as the market that investors tolerate conflicted transactions that misuse corporate assets to benefit certain individuals and do not hold individuals to account that exhibit significant misconduct.
All investors are encouraged to review our detailed materials available at www.protectfujitec.com, which include questions for shareholders to ask the company.
About Oasis
Oasis Management Company Ltd. manages private investment funds focused on opportunities in a wide array of asset classes across countries and sectors. Oasis was founded in 2002 by Seth H. Fischer, who leads the firm as its Chief Investment Officer. More information about Oasis is available at https://oasiscm.com. Oasis has adopted the Japan FSA’s “Principles for Responsible Institutional Investors” (a/k/a Japan Stewardship Code) and in line with those principles, Oasis monitors and engages with our investee companies.
Disclaimer
The information contained in this press release (referred to as the “Document”) is an information resource for shareholders in Fujitec offered by Oasis, the investment manager to funds that are shareholders of Fujitec (the “Oasis Funds”).
The Document is not intended to solicit or seek shareholders’ agreements to jointly exercise voting rights with Oasis. Shareholders that have an agreement to jointly exercise their voting rights are regarded as Joint Holders under the Japanese large shareholding disclosure rules and they must file notification of their aggregate share ownership with the relevant Japanese authority for public disclosure under the Financial Instruments and Exchange Act. Oasis does not intend to be subjected to such notification requirement. The Document exclusively represents the opinions, interpretations, and estimates of Oasis.