Strategic Capital Submits Shareholder Proposal to Kyokuto Boeki Kaisha
April 26, 2022 at 12:00 am EDT
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On April 26, 2022, Strategic Capital, Inc. stated that its goal is to unlock enterprise and shareholder value through dialogue with Kyokuto Boeki Kaisha, Ltd.´s Executive Management and the exercise of shareholder rights. In activist Strategic Capital opinion, the problems associated with Investment Stock are as follows: (i) The Company's capital efficiency has decreased by holding Investment Stock, (ii) The Company's Management does not have the skills to manage such stock, and (iii) The holding of Investment Stock is not stipulated as a business purpose in the Articles of Incorporatio, even though the size of the business is comparable to the core business. The following are the proposals submitted: (i) Appoint Tsuyoshi Maruki, Representative Director of Strategic Capital, as a member of the Board of Directors, (ii) Once a year, sound the Company's intention to sell its cross-shareholdings with the issuer of the shares, (iii) Partial revision to the purpose of the Articles of Incorporation to add holding and management of stocks for pure investment purposes, the proposing shareholder is opposed to the investment management of stocks by the Company, and therefore opposes this proposal, (iv) Give authorization to cancel treasury stock to the General Meeting of Shareholders, and (v) Subject to approval of Proposal (iv), cancel all treasury stock.
Kyokuto Boeki Kaisha, Ltd. is a Japan-based company engaged in the trading business. The Basic Industry Related division provides machinery and equipment for steel, nonferrous metals, automobile, chemicals, shipbuilding and plant engineering industries, electrical machinery, oil drilling related equipment and resources development equipment. The Electronics and Control System Related division offers electronic components and equipment, software, instrumentation and control systems, image processors, ground support electronic equipment and navigation equipment, as well as automatic control devices for thermal power stations. The Industrial Materials division provides combined material manufacturing machinery, as well as machines for textile processing, meat processing, resin finishing, coating, measurement and analysis, among others. As of March 31, 2014, the Company had 11 subsidiaries and eight associated companies.