Japan shareholder proposal and AGM voting route

Overview

Japan shareholder proposal and AGM voting records connect Companies Act shareholder rights, convocation notice, reference documents, written voting, electronic voting, corporate-governance disclosure, proxy voting, stewardship disclosure, and post-meeting voting results. This page records public record fields for listed-company governance events.

This page belongs to finance domain and links to Japan activist investor playbook, large-shareholding disclosure, fair disclosure and insider trading controls, Japan MBO and squeeze-out process, Japan tender offer process, Tokyo Stock Exchange, and Japan Exchange Group.

Route Map

Layer	Public source route	Public record field
Shareholders meeting decision	Companies Act Article 298	Date, time, place, meeting purpose, written voting, electronic voting.
Convocation notice	Companies Act Article 299	Notice period and written notice route.
Written voting documents	Companies Act Article 301	Reference documents and voting forms.
Electronic voting documents	Companies Act Article 302	Reference documents and electronic voting-form information.
Shareholder proposal rights	Companies Act Articles 303-305	Agenda inclusion, meeting-stage proposals, proposal summary in notice.
Electronic vote effect	Companies Act Article 312	Electronically exercised votes counted as votes of attending shareholders.
Listed-company governance	JPX corporate-governance code / reports	AGM facilitation and governance-disclosure fields.
Voting result	Issuer disclosure / TDnet / governance materials	Approval ratio, proposal result, director election results.

Companies Act Fields

Article	Public field
Article 298	Directors decide meeting date / time / place, matters that are the purpose of the meeting, and whether written or electronic voting is allowed.
Article 299	Notice of shareholders meeting must generally be sent no later than two weeks before the meeting.
Article 299	One-week notice route applies for non-public companies in specified cases.
Article 299	Written notice is required where written / electronic voting is adopted or where the company has a board.
Article 301	If written voting is adopted, reference documents and voting forms are sent with the notice.
Article 302	If electronic voting is adopted, reference documents are sent with the notice and voting-form information is provided electronically.
Article 303	For a company with a board, shareholders with 1% of votes or 300 votes held for six months or more may demand inclusion of matters in meeting purposes.
Article 303	The demand timing for board companies is no later than eight weeks before the meeting.
Article 304	Shareholders may submit proposals at the meeting on matters already within meeting purposes, subject to statutory limits.
Article 305	Qualifying shareholders may demand that a proposal summary be included in convocation materials.
Article 305	The same 1% / 300 votes, six-month holding, and eight-week timing fields apply for board-company proposal-summary demands.
Article 312	Electronic voting is possible with company approval and by Cabinet Order / Ministry of Justice Order route; electronically exercised votes count as votes of attending shareholders.

AGM Materials Route

Public material	Record fields
Convocation notice	Meeting date, location / format, agenda, voting deadline, voting method.
Reference documents	Company proposals, shareholder proposals, board position, director / auditor candidate information.
Voting form	Written voting route and proposal-by-proposal selection.
Electronic voting page	Electronic voting method, authentication route, voting deadline.
Corporate governance report	Board structure, committee structure, independent directors, governance-code explanations.
Voting results disclosure	Approval ratio, voting result by proposal, director election result, shareholder-proposal outcome.

JPX Governance Report Fields

JPX timely disclosure guidebook materials identify listed-company AGM / voting facilitation fields in the corporate-governance report route. The source pack recorded the following public disclosure items:

JPX governance-report item	Public field
Early posting of notice	Timing and method of convocation notice publication.
Non-peak-day scheduling	AGM date concentration / scheduling field.
Electronic exercise of voting rights	Electronic voting adoption field.
Institutional voting platform	Participation in an institutional platform such as ICJ.
English notice / summary	English-language notice or summary field.
Other facilitation measures	Additional issuer-disclosed AGM facilitation items.

Public Record Fields

Field	Source route
Meeting date	Convocation notice, issuer IR page, TDnet.
Meeting format	Convocation notice and issuer disclosure.
Agenda item	Convocation notice / reference documents.
Company proposal	Board proposal section.
Shareholder proposal	Proposal text, proposer name where disclosed, board position.
Proposal-right threshold	Companies Act Articles 303 and 305.
Proposal deadline	Eight-week route for board companies under Companies Act Articles 303 and 305.
Voting method	Written voting, electronic voting, in-person voting, institutional platform field where public.
Voting result	Issuer voting-results disclosure.
Governance code disclosure	JPX corporate-governance report.
Large holder context	EDINET large-shareholding report where relevant.

Activism Connection

Japan activist investor playbook records governance campaigns, shareholder proposals, AGM voting, public letters, and control-transaction adjacency. Large-shareholding disclosure records 5% reporting, joint holders, purpose of holding, and change reports that may accompany proposal activity.

JapanFG Relevance

Listed JapanFG pages can link AGM / shareholder-proposal records when public filings or issuer materials support the connection. Relevant listed groups include mufg, smfg, mizuho-fg, nomura-hd, daiwa-sg, sbi-hd, monex-group, wealthnavi, and listed regional-bank holding companies.

Sources

e-Gov: Companies Act official PDF.
Japanese Law Translation: Companies Act.
JPX: timely disclosure guidebook.
JPX: corporate-governance public pages.
JPX: timely disclosure overview.