Insight

Fujitec: Driving Positive Change Through Active Engagement

AJF, AJOT, AVI January 2023 Asset Value Investors

As stewards of our investors’ capital, we believe that a strong focus on corporate governance is essential. We want to make sure every company we invest faces appropriate levels of scrutiny and accountability, which comes through both public and private company engagement. This engagement is bespoke, not only covering corporate governance, communication and capital efficiency, but strategic and operational issues specific to each company.

Where necessary, we will work to ensure companies are being managed in the best interests of their shareholders, offering them proposals that help to grow the business and increase the share price. We find the likelihood of achieving meaningful progress is greater if we present management teams with proposals that are clearly in the company’s best interests.

Going the extra step with Fujitec

Our public engagement campaigns have helped to raise awareness around various governance issues and have been a valuable engagement tool. This has proved to be the case with Fujitec, one of the holdings in the AVI Japan Opportunity Trust. Founded in 1948, Fujitec manufactures, installs, and maintains elevators and escalators. While the company has a global presence, 90% of its profits derive from Asia, where it is well established. Over half of its profits relate to after-sales services. We have been active shareholders of Fujitec since July 2018 and, across all AVI funds, we currently hold over 2% of its shares.

In May 2020, we launched a public campaign that highlighted several strategic and governance issues at Fujitec. We published a presentation on how to improve Fujitec’s corporate value titled  “Taking Fujitec to the Next Level”. This presentation included recommendations such as suggesting Fujitec perform a thorough strategic review of the business to address low profitability, commit to divesting its ‘strategic holdings’ in other listed companies, and improve overall governance by recruiting experienced independent directors.

Operational improvements increased shareholder value
Following that campaign, Fujitec undertook numerous improvements that we supported, including the abolishment of an anti-takeover measure, improved disclosure, enhanced shareholder returns, and efforts to standardise production. These positive actions were well-received by investors generally, and we believe led, at least in part, to a significant rise in Fujitec’s share price.

However, we still had questions relating to the company’s board of directors and lack of independent oversight. These issues came to a head in 2022. Another institutional investor, Oasis Management Company, raised legitimate concerns about decades of related-party transactions that had fallen short of good corporate governance, as well as abuses of power by former Fujitec president Takakazu Uchiyama and his family.

Falling short on governance

Compounding these concerns, at Fujitec’s 2022 Annual General Meeting (AGM), the Company withdrew the motion to reappoint Takakazu Uchiyama as president just one hour before the vote, although he was allowed to continue leading the company as an honorary chairman, despite shareholders – including AVI – not voting for his re-election. This raised concerns over the credibility of Fujitec’s board of directors, given its failure to hold Mr Uchiyama to account.

To underline our concerns, AVI’s CEO, Joe Bauernfreund, made the following public statement: “Fujitec has defied the voice of shareholders and circumnavigated the AGM voting process to appoint former President Takakazu Uchiyama as Chairman. This flies in the face of the efforts by the Tokyo Stock Exchange, the Government and regulators to enhance corporate governance…As a long-standing shareholder, we have had many fruitful discussions with Fujitec representatives over the past years, but we are alarmed by recent developments. Shareholders cannot stand by idly while they are being ignored. We are proactively evaluating our next steps.”

Active engagement is a gradual process
At AVI, we actively engage with the management of the companies we invest in to sustainably grow corporate value and unlock shareholder value. We have seen much success with Fujitec, as evidenced by the actions they have taken and the subsequent share price increase and re-rating.

Active engagement requires patience and is a long-term commitment. There is still more work to do, as demonstrated by the recent actions of the Fujitec board. We still support Fujitec in becoming a best-in-class elevator and escalator company focused on Asia, after-sales services, and technology, and still believe the best way to do this is by holding its management to account.

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The content of this website is issued by Asset Value Investors Limited (“AVI”), 2 Cavendish Square, London W1G 0PU.  AVI is authorised and regulated by the Financial Conduct Authority of the United Kingdom (the “FCA”) and is a registered investment adviser with the Securities and Exchange Commission of the United States. While the Investment Manager is registered with the SEC as an investment adviser, it does not comply with the Advisers Act with regard to its non-U.S. clients.

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The information on this website is provided to you for informational purposes only and should not be regarded as an offer or solicitation of an offer to buy or sell any investments or related services that may be referenced on this website. The information on this website is subject to change without notice.

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Nothing on this website constitutes investment, legal, tax or other advice nor should it be relied upon in making an investment decision.

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As a result of money laundering regulations, additional documentation for identification purposes may be required when you make your investment. Full details are contained in the relevant subscription documents.

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As with all financial or investment matters, you should exercise great care in using the information provided on this website or available through links from this website. You should research the facts, opinions and strategies mentioned in this website before making any financial investment decisions. If you are unsure about the meaning of any information provided please consult your financial adviser or other professional adviser.

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Whilst all reasonable care has been taken in the preparation of this website, AVI cannot guarantee the accuracy or completeness of such information, either expressly or implied.

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In no event shall AVI be liable to any indirect, incidental, special or consequential damages arising out of or in connection with the use of this website, the inability to use this site or any products or services obtained or stored in or from this website, whether based on contract, tort, strict liability or otherwise. These limitations also apply to any third party claims against users.

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AVI disclaims all responsibility and liability for the content on third party sites.

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For your protection, we require the use of encryption technologies for certain types of communications conducted through this website. While we provide those technologies and use other reasonable precautions to protect confidential information and provide suitable security, we do not guarantee or warrant that information transmitted through the Internet is secure, or that such transmissions will be free from delay, interruption, interception or error. You acknowledge and agree that users of this website and users, owners, or managers of third party websites may not: (i) collect or store personal data about other users of this website or (ii) upload, e-mail or otherwise transmit any material that contains viruses or any other computer code, files or programs that might interrupt, limit or interfere with the functionality of any computer software, hardware, database or file, or communications equipment that is owned, leased or used by AVI.

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AVI Global Trust plc is a public company listed and traded on the London Stock Exchange. Past performance should not be seen as an indication of future performance. The price of investments and the income from them may fall as well as rise and investors may not get back the full amount invested. The trust uses gearing techniques (leverage) which will exaggerate market movements both down and up which could mean sudden and large falls in market value. Please refer to the Key Features Document for further details effecting your investment.

Applications to invest in AVI Global Trust referred to on this website, must only be made on the basis of the current Key Features Document, or other applicable terms and conditions. Past performance should not be seen as an indication of future performance. Market and exchange rate movements may cause the value of a fund to rise or fall and an investor may not get back the amount invested.

As a result of money laundering regulations, additional documentation for identification purposes may be required when you make your investment. Details are contained in the relevant application documents.

If you are unsure about the meaning of any information provided please consult your financial adviser or other professional adviser.

By agreeing to these terms, you agree that we may contact you by post, fax, email, SMS messaging or by other forms of electronic media to inform you of our products and services that we believe you might be interested in.

Disclaimer

The content of this website is issued by Asset Value Investors Limited (“AVI”), 2 Cavendish Square, London W1G 0PU.

AVI is authorised and regulated by the Financial Conduct Authority of the United Kingdom (the “FCA”) and is a registered investment adviser with the Securities and Exchange Commission of the United States. While the Investment Manager is registered with the SEC as an investment adviser, it does not comply with the Advisers Act with regard to its non-U.S. clients.

Intended Audience
The information on this website is provided to you for informational purposes only and should not be regarded as an offer or solicitation of an offer to buy or sell any investments or related services that may be referenced on this website.The information on this website is subject to change without notice.

This website is primarily intended for UK residents. It is not intended for distribution to, or use by, any U.S. persons or persons in any other country where such distribution or use would be contrary to local law or regulation.

It is your responsibility to observe all applicable laws and regulations of any relevant jurisdiction.

No Tax or Legal Advice
Nothing on this website constitutes investment, legal, tax or other advice nor should it be relied upon in making an investment decision.

Money Laundering
As a result of money laundering regulations, additional documentation for identification purposes may be required when you make your investment. Full details are contained in the relevant subscription documents.

Investment Decisions
As with all financial or investment matters, you should exercise great care in using the information provided on this website or available through links from this website. You should research the facts, opinions and strategies mentioned in this website before making any financial investment decisions. If you are unsure about the meaning of any information provided please consult your financial adviser or other professional adviser.

No Warranty; Limitation on Liability
Whilst all reasonable care has been taken in the preparation of this website, AVI cannot guarantee the accuracy or completeness of such information, either expressly or implied. Neither AVI, any of its directors, officers or employees, nor any third party vendor, will be liable or have any responsibility of any kind for any loss or damage that you incur in the event of any failure or interruption of this site, or resulting from the act or omission of any other party involved in making this site or the data contained therein available to you, or from any other cause relating to your access to, inability to access, or use of the site or these materials, whether or not the circumstances giving rise to such cause may have been within the control of AVI, or of any vendor providing software or services support.

All information and content on this website is, subject to applicable statutes and regulations, furnished “as is”, without warranty of any kind, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose or non-infringement. We make no warranty as to the operation, functionality or availability of this website, that the website will be error-free or that defects will be corrected.

In no event shall AVI be liable to any indirect, incidental, special or consequential damages arising out of or in connection with the use of this website, the inability to use this site or any products or services obtained or stored in or from this website, whether based on contract, tort, strict liability or otherwise. These limitations also apply to any third party claims against users.

Intellectual Property
Everything on this website is the valuable intellectual property of Asset Value Investors Limited, or their respective suppliers. We protect our intellectual property rights to the full extent of the law.

Copyright Policy
No permission is granted to copy, distribute, modify, post or frame any text, graphics, video, audio, software code, or user interface design or logos.

Hyperlinks
The existence of hyperlinks should not be construed as an endorsement, approval or verification by AVI of any content available on third party sites. By providing access to other websites, we are not recommending the purchase or sale of products or services provided by the website’s sponsoring organization. We do not review any of these third party sites. AVI reserves the right to require written consent for, or request the removal of, any links to our website.

AVI disclaims all responsibility for the content of third party sites

Security
For your protection, we require the use of encryption technologies for certain types of communications conducted through this website. While we provide those technologies and use other reasonable precautions to protect confidential information and provide suitable security, we do not guarantee or warrant that information transmitted through the Internet is secure, or that such transmissions will be free from delay, interruption, interception or error.

You acknowledge and agree that users of this website and users, owners, or managers of third party websites may not: (i) collect or store personal data about other users of this website or (ii) upload, e-mail or otherwise transmit any material that contains viruses or any other computer code, files or programs that might interrupt, limit or interfere with the functionality of any computer software, hardware, database or file, or communications equipment that is owned, leased or used by AVI.

Privacy Policy
We encourage you to read AVI’s Privacy Policy which can be obtained by clicking the Privacy Policy button found on the Homepage.

General Terms
Deliberate misuse of any element of this website including, without limitation, hacking, introduction of viruses or similar code, disruption or excessive use or any use in contravention of applicable law, is expressly prohibited and we reserve the right to terminate your access to the website, and at our discretion, pass information to the legal authorities.

We reserve the right at any time on giving notice to change or modify these terms and conditions or to impose new conditions in respect of this website or to change or discontinue any aspect or feature of this website. We shall be entitled to terminate your access to this website at any time on giving notice to you and in any event if you commit any breach of these terms and conditions. We shall have no liability to you for such termination. Notices may be served by any reasonable method including posting on this website.

You shall indemnify us from and against all actions, claims, proceedings, costs and damages (including any damages or compensation paid by us on the advice of its legal advisors to compromise or settle any claim) and all legal costs or expenses arising out of your use of thise website, any breach of any applicable law, statute, ordinace, regulation or third party rights and any breach by you of the software licenses and service agreements governing the software made available to you in connection with this website.

These terms and conditions shall be governed by and construed in accordance with the laws of England without regard to conflicts of law principles. Nothing in these Terms and Conditions will exclude or restrict any duty or liability we may have under applicable rules or regulations.

AVI Global Trust – General Risk Factors

AVI Global Trust plc is a public company listed and traded on the London Stock Exchange.

Past performance should not be seen as an indication of future performance. The price of investments and the income from them may fall as well as rise and investors may not get back the full amount invested. The trust uses gearing techniques (leverage) which will exaggerate market movements both down and up which could mean sudden and large falls in market value. Please refer to the Key Features Document for further details effecting affecting your investment.

Applications to invest in AV Global Trust referred to on this Site, must only be made on the basis of the current Key Features Document, or other applicable terms and conditions. Past performance should not be seen as an indication of future performance. Market and exchange rate movements may cause the value of a fund to rise or fall and an investor may not get back the amount invested.

As a result of money laundering regulations, additional documentation for identification purposes may be required when you make your investment. Details are contained in the relevant application documents. If you are unsure about the meaning of any information provided please consult your financial adviser or other professional adviser.

By agreeing to these terms, you agree that we may contact you by post, fax, email, SMS messaging or by other forms of electronic media to inform you of our products and services that we believe you might be interested in.

Disclaimer

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