December 2025 – Dalton Investments intends to submit proposals to its Japanes portfolio companies, beginning with this June’s AGM season, to amend their Articles of Incorporation to change the record date for the Annual General Meeting of Shareholders.
The purpose of this proposal is to ensure that important statutory disclosure documents, including the Annual Securities Report (Yuka Shoken Hokokusho), are disclosed sufficiently in advance of the Annual General Meeting, thereby enabling investors to thoroughly analyze and consider such information before exercising their voting rights.
Under current practice, because the voting record date is March 31, Annual General Meetings are concentrated at the end of June, and the Annual Securities Report must, in practice, be disclosed either after the meeting or at a time extremely close to the meeting date, such as the day immediately prior thereto. As a result, investors continue to face a situation in which no meaningful time is secured to review the contents and substantively reflect them in their voting decisions.
By changing the voting record date to late April through mid-May, companies would be able to design a disclosure schedule under which the Annual Securities Report and related information are released with a reasonable time margin prior to the Annual General Meeting.
In addition, this change is expected to promote a dispersion of AGM dates, which have historically been excessively concentrated in late June, thereby creating an environment in which more shareholders can attend a greater number of meetings. This would encourage active shareholder participation and contribute to the realization of the “shareholder democracy” that we advocate.
This initiative is not limited to any specific company, but is based on our recognition that it represents a universal and public-interest-oriented proposal that contributes to improving the overall quality of Japan’s capital markets. In order to provide companies with sufficient time to understand the intent of this proposal and to conduct internal deliberations and practical preparations, we have decided to publicly announce our policy on our website in advance of the upcoming AGM season.
This proposal does not involve any change to the fiscal year and does not affect business operations or accounting treatment. From the perspectives of enhancing corporate value and strengthening the credibility of the capital markets, we believe this reform is both reasonable and practically achievable.
We would also like to express our respect to the Financial Services Agency of Japan for its strong leadership in advancing this initiative, as well as to Advantest and Soracom for their foresight and leadership in voluntarily implementing this approach ahead of others in 2025.