Dalton Accepts Japan Stewardship Code

Santa Monica, CA (May 10, 2016) –Dalton Investments LLC (together with its affiliated entities, “Dalton”) supports the Japan Stewardship Code and its aim to promote the sustainable growth of investee companies through investment and dialogue with company management. Adoption of the Code is consistent with our value investing discipline and reflects our commitment to capital preservation and long term growth. This statement describes Dalton’s adherence to the principles of the Japan Stewardship Code.

Principle 1: Institutional investors should have a clear policy on how they fulfill their stewardship responsibilities, and publicly disclose it.

Dalton supports the Code by thorough analysis of portfolio companies including engagement with management, and thoughtfully voting proxies. These responsibilities are incorporated into our investment process and are summarized in Dalton’s Proxy Voting Guidelines and Proxy Voting Policies and Procedures (the Guidelines and the Policies and Procedures being together “Dalton’s Proxy Voting Policies”) which are (i) available to our clients upon request and (ii) summarized in Part 2A of Dalton’s Form ADV, available on the SEC website at the following location:

Dalton’s Form ADV

These documents explain our voting policy and how we deal with conflict-of-interest and are reviewed and updated at least annually.

Principle 2: Institutional investors should have a clear policy on how they manage conflicts of interest in fulfilling their stewardship responsibilities and publicly disclose it.

We explain our approach to managing conflicts of interest in Dalton’s Code of Ethics and Dalton’s Proxy Voting Policies, which are summarized in Part 2A of Dalton’s Form ADV.

Principle 3: Institutional investors should monitor investee companies so that they can appropriately fulfill their stewardship responsibilities with an orientation towards the sustainable growth of the companies.

Dalton typically monitors the companies in which it invests by focusing on alignment of interests between investee company management and shareholders. In conducting their ongoing monitoring, Dalton analysts and portfolio managers consider a variety of resources including company reports and press releases, third-party research, and independent proxy voting advisor reports and recommendations.

Dalton seeks to take an active approach in addressing corporate governance in fulfilling its fiduciary duties. Where possible and when deemed necessary, Dalton will engage companies seeking to promote positive change in matters of corporate governance.

Principle 4: Institutional investors should seek to arrive at an understanding in common with investee companies and work to solve problems through constructive engagement with investee companies.

We believe that dialogue with investee companies as well as proxy voting are ways to add value to the investment process and that stronger governance practices will be reflected in better company and stock performance. Through constructive engagement with company management, we believe that we can help promote an investee company’s sustainable growth. Additionally we seek to enhance corporate governance at investee companies through proxy voting.

Principle 5: Institutional investors should have a clear policy on voting and disclosure of voting activity. The policy on voting should not be comprised only of a mechanical checklist; it should be designed to contribute to the sustainable growth of investee companies.

Dalton’s Proxy Voting Policies are summarized in Part 2A of Dalton’s Form ADV available on the SEC website. We disclose our voting activity to the extent required by any applicable regulatory authorities, and we provide our clients periodic updates on our voting activities as required in the respective client agreements.

Principle 6: Institutional investors in principle should report periodically on how they fulfill their stewardship responsibilities, including their voting responsibilities, to their clients and beneficiaries.

We keep records of our proxy voting activity. We disclose our voting activity as detailed in our statement regarding Principle 5, above. We also provide our clients periodic updates on our voting activities as required in the respective client agreements.

Principle 7: To contribute positively to the sustainable growth of investee companies, institutional investors should have in-depth knowledge of the investee companies and their business environment and skills and resources needed to appropriately engage with the companies and make proper judgments in fulfilling their stewardship activities.

Dalton’s research team endeavors to develop an in-depth knowledge of investee companies. Dalton uses a number of external resources to deepen its knowledge of business and governance practices at investee companies, including daily market news, proxy voting research and external corporate governance sources. Dalton’s Management Committee, comprised of its senior officers including certain portfolio managers, ultimately oversees the firm’s governance activities.