Governance reform triggered by a 57.56% approval for the president’s reappointment (2019)

A crisis pushed the institution forward

The feature of this turning point is that the trigger for reform was not a deterioration in results but a shareholder’s exercise of voting rights. Holding no stable shareholders, a base in which foreign corporations and institutional investors held much of the stock reflected the capital market’s assessment straightforwardly in calm times, but on the single point of board independence it also became a force that said no to the founder. The fact that, excluding Fujita’s own holding, a majority turned to opposition showed in numbers that the founder’s magnetism alone could not complete the governance of a listed company.

The company’s response was swift, and paradoxical. It voluntarily shrank the founder-led board that had been the source of that magnetism, and brought the outside eye close to a majority. That the next year’s approval returned to 95.65% confirms that what the market wanted was not Fujita’s exit but transparency of governance. And because a committee became the vessel for a succession plan, this affair did not end as mere firefighting but became the institutional starting point of the succession plan announced in 2023. Turning the external pressure of a shareholder revolt into a lever to push governance forward — the implication of this decision lies in that path.