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Our Initiatives under Japan's Stewardship Code

Our Initiatives under Japan's Stewardship Code

Dai-ichi Life wholeheartedly agrees with the Principles for Responsible Institutional Investors: Japan's Stewardship Code, and with regard to Principles 1 through 7 of the Code, is implementing the following policies.

Principle 1 Institutional investors should have a clear policy on how they fulfill their stewardship responsibilities, and publicly disclose them.
  • Dai-ichi Life has established the following Stewardship Policy based on its acceptance of Japan's Stewardship Code and we will fulfill our responsibilities as an institutional investor in accordance with this policy.
  • When commissioning asset management to an outside institution, Dai-ichi Life requires the institution to carry out stewardship activities and, upon clearly informing the outside institution of the principles and other matters required, conducts monitoring of the institution's implementation.

Stewardship Activities Policy

Principle 2 Institutional investors should have a clear policy on how they manage conflicts of interest in fulfilling their stewardship responsibilities and publicly disclose it.
  • Dai-ichi Life stipulates policy for handing conflicts of interest and makes arrangements to prevent such conflicts from arising. We have established a policy to ensure that the interests of parent company shareholders and policyholders are not unreasonably damaged during stewardship activities, such as dialog with investee companies or the exercise of voting rights, by identifying situations that contribute to fostering conflicts of interest.

    Policy on Handling Conflicts of Interest in Stewardship Activities

    • The office for promoting responsible investment, a dedicated stewardship activities organization, determines whether or not to engage in dialog or the exercise of voting rights so as to sustain or raise the share price of investee companies and to improve governance.
      The responsible investment committee deliberates on the revision or revocation of important rules such as revisions to the Stewardship Activities Policy and criteria for exercising voting rights, deliberates on the exercise of voting rights on important issues requiring individual consideration, and monitors the results of exercised voting rights for conflict of interest. More than half of the members of the responsible investment committee consist of outside experts in principle. The committee includes executive officer in charge of the Compliance Control Department, who is responsible for handling conflicts of interest, among its membership.
      The board of auditors, a majority of which comprises outside auditors, audits the deliberations of the responsible investment committee for following proper procedure.

    (Primary situations conducive to fostering conflicts of interest)

    • When exercising voting rights at an investee company with which the Company or a group company has dealings, such as an insurance policy, investment and loan, or the like.
      When exercising voting rights at an investee company with which the Company or a group company is proposing dealings such as signing an insurance policy, engaging in an investment and loan, or the like.
Principle 3 Institutional investors should monitor investee companies so that they can appropriately fulfill their stewardship responsibilities with an orientation towards the sustainable growth of the companies.
  • In order to properly carry out our stewardship responsibilities for the sustainable growth of investee companies, Dai-ichi Life endeavors to gain an accurate understanding of investee companies' circumstances through analyst research and "purposeful dialog."
  • Research and dialog provide not only insight into short-term corporate performance, but also on a broad range of non-financial information as well, such as the company's strategy, medium-term management plan, and policy on shareholder returns, as well as governance and contributions to solving issues pertaining to society and the environment, which will enable us to assess medium- to long-term growth potential.
Principle 4 Institutional investors should seek to arrive at an understanding in common with investee companies and work to solve problems through constructive engagement with investee companies.
  • In addition, Dai-ichi Life strives to engage in constructive, "purposeful dialog," share a common understanding and correct problems with investee companies on an ongoing basis concerning matters such as business strategy, financial strategy, and the policy for returns to shareholders, so as to encourage greater share value for investee companies over the medium to long term.
  • Dai-ichi Life typically engages in dialog with investee companies alone, but may cooperate with other institutional investors.
  • This dialog with investee companies is not intended to obtain important, undisclosed material facts. If in the unlikely event a material fact is disclosed, we manage this information appropriately in accordance with our company rules.
Principle 5 Institutional investors should have a clear policy on voting and disclosure of voting activity. The policy on voting should not be comprised only of a mechanical checklist; it should be designed to contribute to the sustainable growth of investee companies.
  • The responsible investment promotion office exercises voting rights in accordance with the voting criteria, whose stipulation are based upon the deliberations of the responsible investment committee.
  • Criteria for exercising voting rights are regularly reviewed to maintain and raise the share prices of investee companies over the medium and long term. The content of these criteria are made public.
  • The results of votes are made public in a summary table. In addition, individual investee companies and each proposal are made public.
Note:  When engaging in stock lending, we take care to retain voting rights. If stock lending coincides with a vesting date pertaining to voting rights, Dai-ichi Life may return ask for the return of lent stock.
Principle 6 Institutional investors in principle should report periodically on how they fulfill their stewardship responsibilities, including their voting responsibilities, to their clients and beneficiaries.
  • Activities to carry out stewardship responsibilities, such as the exercise of voting rights and dialog, are regularly publicized on the website.
Principle 7 To contribute positively to the sustainable growth of investee companies, institutional investors should have in-depth knowledge of the investee companies and their business environment and skills and resources needed to appropriately engage with the companies and make proper judgments in fulfilling their stewardship activities.
  • Dai-ichi Life encourages efforts towards addressing such issues as building the required management team and developing highly specialized human resources so that it can conduct stewardship activities based on a deep understanding of matters such as investee companies and their business environment.
  • Furthermore, Dai-ichi Life regularly conducts self-assessments and publicizes the results thereof for the ongoing improvement of stewardship activities, thus carrying out our stewardship responsibilities at a high level.

Exercise of Voting Rights/Dialogue Activities

 

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