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Capital Markets

Shareholder revolt: Four issues at stake at the Toshiba AGM

It is showtime. One year after Toshiba’s AGM triggered 12 months of shareholder revolt and the departure of the CEO and several other key figures, it is time for the next meeting. They will have plenty to discuss.

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Photo: Reuters

Toshiba’s annual general meeting will be held on Friday, marking the end of a remarkable year since the last gathering.

In that time, the company has been accused of failing to count votes properly at an AGM, pressuring large shareholders on how to vote, and a raft of corporate governance failures – all allegations confirmed by an independent investigation into the company that took place after its own shareholders demanded an inquiry.

So far, the scandal has cost the job of CEO Nobuaki Kurumatani, two senior executives and two members of the board – and it is not over yet. Among the key decisions the AGM must come to is whether chairman Osamu Nagayama gets to keep his job.

Here are five points of interest that will come to the fore on Friday.

How much jostling happened in the shareholder register around the record date?

If you were to canvas Toshiba shareholders today, the outcomes would be bad for the chairman, the rest of the board and probably some more senior executives, too.

Two shareholders, Effissimo and Farallon Capital, have been vocally at odds with the company for most of the last year, triggering an extraordinary general meeting (EGM) in March; a third, Harvard’s endowment fund, was pressured to abstain in last year’s AGM and presumably not enamoured with how it was treated; and another, Singapore-based 3D, was not impressed to find its votes at the previous AGM were not even counted.

Additionally,


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