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April 27, 2022
OKASAN SECURITIES GROUP INC.
Okasan Securities Group to Discontinue Policy on Response to Large-Scale Takeover Bids (Defense Against Takeover Bids)
In a meeting held today, as outlined below, the Board of Directors of Okasan Securities Group Inc. (the “Company”) resolved to abolish the Policy on Response to Large-Scale Takeover Bids (Defense Against Takeover Bids) targeting Company stock ("Response Policy*").
Reflecting various considerations, including the views of institutional investors and other shareholders in Japan and overseas, as well as recent trends in defending against takeover bids, the Company has carefully considered the question of maintaining the Response Policy. As a result, the Company has made the decision to discontinue and abolish the Response Policy at the end of the 84th Annual General Meeting of Shareholders scheduled for June 29, 2022, which is the expiration date of the Response Policy.
The Company has been seeking to enhance corporate value through the steady implementation of its Medium-Term Management Plan. In the event of a large-scale takeover bid targeting Company stock after the abolition of the Response Policy, the Company will take appropriate measures in accordance with laws and regulations, including securing sufficient time and information for shareholders to consider the merits of the bid, with the goal of ensuring and improving the value of the Company and the common benefit of shareholders.
- After its adoption in the 69th Annual General Meeting of Shareholders held on June 28, 2007, the Response Policy was renewed at the 72nd Annual General Meeting of Shareholders held on June 29, 2010, the 75th Annual General Meeting of Shareholders held on June 27, 2013, the 78th Annual General Meeting of Shareholders held June 29, 2016, and the 81st Annual General Meeting of Shareholders held on June 27, 2019. The Response Policy is set to expire upon the end of the 84th Annual General Meeting of Shareholders.