Action Program 2025 for Substantive Corporate Governance Reform

Overview

The Financial Services Agency (FSA) has presented future initiatives aimed at substantiating corporate governance reform, based on discussions at the Follow-up Council for the Stewardship Code and Corporate Governance Code, with the goal of promoting sustainable growth and enhancing medium- to long-term corporate value. ## Key Points ### 1. Background and Objectives - Formulated based on discussions at the Follow-up Council for the Stewardship Code and Corporate Governance Code (Chair: Professor Hideki Kanda, Professor Emeritus, University of Tokyo) - Promotes substantive corporate governance reform based on autonomous consciousness reform by companies and investors - Aims to truly contribute to companies' sustainable growth and medium- to long-term corporate value enhancement ### 2. Basic Approach - Emphasizes promoting dialogue based on a "relationship of trust with constructive tension" - Requires both companies and investors to autonomously advance consciousness reform - Promotes substantive initiatives rather than formalistic responses ### 3. Implementation Bodies and Initiatives - Clarifies future initiatives by the Financial Services Agency and Tokyo Stock Exchange - Both institutions collaborate to promote corporate governance reform - Sets specific action items to ensure effectiveness ### 4. Published Materials - Main text of "Action Program 2025 for Substantive Corporate Governance Reform" - Overview of Action Program 2025 (Appendix) - Published on June 30, 2025 ### 5. Related Materials Published - **Survey on the Status of Stewardship Activities** - Surveys and analyzes the current state of institutional investors' stewardship activities - Basic materials for promoting effective dialogue - **Case Studies on Initiatives to Strengthen Board Functions** - Collects and organizes best practices for strengthening board functions in companies - Introduces practical initiatives that can serve as references for other companies ### 6. Future Outlook - Promotion of substantive initiatives for corporate value enhancement - Activation of constructive dialogue with investors - Further deepening of corporate governance reform ### 7. Contact Information - Financial Services Agency, Planning and Markets Bureau, Corporate Disclosure Division - Phone: 03-3506-6000 (main) Extensions 3659, 3849 This program is intended to make Japan's corporate governance more effective and support companies' competitiveness enhancement and sustainable growth.

Key Points

1. Background and Objectives

Formulated based on discussions at the Follow-up Council for the Stewardship Code and Corporate Governance Code (Chair: Professor Hideki Kanda, Professor Emeritus, University of Tokyo)
Promotes substantive corporate governance reform based on autonomous consciousness reform by companies and investors
Aims to truly contribute to companies' sustainable growth and medium- to long-term corporate value enhancement

2. Basic Approach

Emphasizes promoting dialogue based on a "relationship of trust with constructive tension"
Requires both companies and investors to autonomously advance consciousness reform
Promotes substantive initiatives rather than formalistic responses

3. Implementation Bodies and Initiatives

Clarifies future initiatives by the Financial Services Agency and Tokyo Stock Exchange
Both institutions collaborate to promote corporate governance reform
Sets specific action items to ensure effectiveness

4. Published Materials

Main text of "Action Program 2025 for Substantive Corporate Governance Reform"
Overview of Action Program 2025 (Appendix)
Published on June 30, 2025

5. Related Materials Published

Survey on the Status of Stewardship Activities
- Surveys and analyzes the current state of institutional investors' stewardship activities
- Basic materials for promoting effective dialogue
Case Studies on Initiatives to Strengthen Board Functions
- Collects and organizes best practices for strengthening board functions in companies
- Introduces practical initiatives that can serve as references for other companies

6. Future Outlook

Promotion of substantive initiatives for corporate value enhancement
Activation of constructive dialogue with investors
Further deepening of corporate governance reform

7. Contact Information

Financial Services Agency, Planning and Markets Bureau, Corporate Disclosure Division
Phone: 03-3506-6000 (main) Extensions 3659, 3849

This program is intended to make Japan's corporate governance more effective and support companies' competitiveness enhancement and sustainable growth.