Corporate Governance

Dialogues with Shareholders and Investors

Sustainability - Dialogues with Shareholders and Investors

Basic Approach and the IR & SR System

When any shareholder wishes to discuss with Meidensha’s ideas that will contribute to the medium- to long-term improvement of our corporate value, our policy is that our management will engage in such dialogue to the extent possible.

We have established a system whereby each special department for IR and SR under the IR & SR Director works to strengthen external communication while simultaneously enhancing communication and creating opportunities for discussions with shareholders, including institutional investors. These activities are also regularly reported to and discussed by the Board of Directors.

Initiatives

Results Briefings

We hold financial results briefings twice a year in May and October (or November). In FY 2022, we distributed a video of the financial results briefing explained by President to analysts and institutional investors who had registered for the briefing on the day of the presentation. Q&A sessions were held the next business day, with the session for the May Annual Results Briefing conducted via teleconference and the session for the November Mid-Term Results Briefing held via Zoom in a webinar format.

Sustainability Briefings (ESG Briefings)

We held our second ESG briefing in November 2022. We changed the name to ”Sustainability Briefing” and gave presentations on “Progress in Sustainability Management,” “Initiatives in Smart Maintenance and Substation Products That Make Up Green Extra-High Voltage Substations,” and “Initiative to Become a Hydropower Service Provider.”

40 analysts and institutional investors joined the briefing and it was the opportunity to deepen understanding of Meidensha’s ESG vision and initiatives through Q&A sessions with President & Executive Officer Miida and Senior Managing Executive Officer Tamaki.

Individual Business Briefings (Small Meetings)

Since FY 2018, we have held small meetings once a year. We set a different business theme each year and create an opportunity to better understand our business by giving presentations and holding Q&A session with the relevant managing officers.

9 analysts attended the February 2023 small meeting at the Nagoya Works (Kiyosu City, Aichi). After a report on the overall state of business by President & Executive Officer Miida, Senior Managing Executive Officer Mochizuki gave a presentation on “Our Efforts and Vision for the EV Business” before taking questions from those in attendance. This meeting also provided an opportunity to tour the EV Factory involved in the mass production of integrated motor inverters and the production line of the Ceramic Membrane Production Unit.

Initiatives for Individual Investors

Since FY2022, Meidensha has exhibited at the IR EXPO hosted by the Nagoya Stock Exchange. During this two-day event, about 200 individual investors visited our booth and learned about our business, growth strategy, shareholder return policy, and more.

Main IR & SR Activities in FY2022

Individual Sessions Number Breakdown of Investor Type
Domestic Investors 77 Analyst: 43
Fund Manager: 34
Overseas Investors 32 Analyst: 11
Fund Manager: 21
Total 109

(Note: There were 41 meetings with securities analysts not listed above for a total of 150 meetings with investors.)

Opinions of Analysts and Institutional Investors

We publish a quarterly IR report that includes the opinions and requests given at results briefings and individual meetings and this report is given to directors, executive officers, heads of business units, the Staff Business Unit, managers, and others. The main themes that came up in discussions with analysts and institutional investors in FY2022 are as follows.

  • The impact on performance and countermeasures following the sharp rise in the cost of materials, energy, and logistics, and the emergence of geopolitical risks
  • View of the future outlook and capital investment of the EV Business
  • Measures for improved profitability of overseas businesses and a timeline for achievement

Results of Conversations with Stakeholders

This section will introduce some case that we reflected the opinions and realizations we received through conversations with analysts, institutional investors, and shareholders to our activities.

  1. 1) Introduce relative TSR (Total Shareholder Return) into director’s compensation benchmarks
    We were told that it would be good to introduce performance-based compensation with relative TSR as an index in addition to the conventional stock acquisition compensation in the medium- to long-term incentive compensation from fiscal 2023. This would make the director compensation system and benchmarks align more closely with stakeholder interests.
  2. 2) Disclose the reasons (including definitions) behind the skills matrix selection
    We received feedback that we should establish items with more specific definitions of the skills required for the Board of Directors to function. Therefore, starting with the Notice of Convocation of the 159th Ordinary General Meeting of Shareholders to be held in June 2023, we disclosed the “Skills Required to the Board of Directors and the Reasons.”

Going forward, we will continue to proactively communicate with our shareholders and investors by enhancing opportunities for dialogue through financial results briefings and individual IR/SR, as well by expanding information disclosure on our website and in reports and other publications.