Proxy Advisers Tell Nissan Shareholders to Vote Against CEO's Reappointment

Matt Posky
by Matt Posky

Two proxy advisory firms have reportedly encouraged shareholders to vote against reappointing Hiroto Saikawa as Nissan’s chief executive. While it’s relatively uncommon to see voting research providers issue such an overt recommendation, it’s not unheard of.

Institutional Shareholder Services (ISS) suggested shareholders vote against Saikawa at Nissan’s annual general meeting later this month, citing his closeness to Carlos Ghosn as a liability. According to Reuters, the firm believes the automaker should try to distance itself from the recent past as much as possible.

“When the company needs to break from the past and build a strong board with fresh members, the reelection of Hiroto Saikawa, who has been on the board for 14 years and worked closely with Carlos Ghosn, does not appear appropriate,” ISS said in a Friday research note to investors.

Despite his success in bringing Nissan back from the brink of disaster and organizing the Renault-Nissan-Mitsubishi Alliance, Ghosn’s name is now a dirty word. We’ve covered his alleged financial misconduct endlessly and added that the situation hasn’t shown the manufacturer’s top brass in a particularly flattering light.

Japan’s poor treatment of Ghosn has also helped to drum up public sympathy as the exec maintains he was subjected to an industrial coup organized by Nissan executives. While there’s little evidence to support such claims, Saikawa’s about-face on his retirement and ongoing rumors that he was about to be fired by Ghosn prior to his arrest could encourage negative speculation.

Saikawa, who was handpicked by Ghosn for his leadership role, has also stood in the way of numerous attempts from Renault to merge the two automakers. This has further strained the two automakers already fractured relationship. However, it could be argued that Renault’s constant pressure to incorporate is just as much to blame.

At any rate, Institutional Shareholder Services clearly thinks it’s best for Nissan to cut ties with Saikawa and start fresh. Glass Lewis advised investors similarly, saying it could not confidently “support the nomination of Mr. Saikawa who — as the representative director and president of the Company — should have taken greater steps in performing its oversight responsibilities in the misconduct of the board members.”

It will be interesting to see if the shareholders listen. Despite there being a fair amount of negative publicity surrounding the CEO of late, many Japanese investors see him as essential in keeping French influence away from the Japanese company. Saikawa will need at least half of voting shareholders to take his side at Nissan’s annual general meeting on June 25th if he’s to be reappointed.

[Image: Nissan]

Matt Posky
Matt Posky

A staunch consumer advocate tracking industry trends and regulation. Before joining TTAC, Matt spent a decade working for marketing and research firms based in NYC. Clients included several of the world’s largest automakers, global tire brands, and aftermarket part suppliers. Dissatisfied with the corporate world and resentful of having to wear suits everyday, he pivoted to writing about cars. Since then, that man has become an ardent supporter of the right-to-repair movement, been interviewed on the auto industry by national radio broadcasts, driven more rental cars than anyone ever should, participated in amateur rallying events, and received the requisite minimum training as sanctioned by the SCCA. Handy with a wrench, Matt grew up surrounded by Detroit auto workers and managed to get a pizza delivery job before he was legally eligible. He later found himself driving box trucks through Manhattan, guaranteeing future sympathy for actual truckers. He continues to conduct research pertaining to the automotive sector as an independent contractor and has since moved back to his native Michigan, closer to where the cars are born. A contrarian, Matt claims to prefer understeer — stating that front and all-wheel drive vehicles cater best to his driving style.

More by Matt Posky

Comments
Join the conversation
 3 comments
  • APaGttH APaGttH on Jun 13, 2019

    What a mess. What a frickin' Game of Thrones grade mess.

    • Steve203 Steve203 on Jun 13, 2019

      "What a frickin’ Game of Thrones grade mess." I quite liked GOT, until they ran out of books and the show runners started making it up on the fly. Not sure what to think of ISS' move. I can see the point of their argument, known as the cockroach theory "if you see one roach, there are others" wrt Ghosn's embezzlement. But, given the level of corruption we saw among bond rating agencies 10 years ago, we have to ask of ISS' "advice" is being paid for by someone with an agenda.

  • WildcatMatt WildcatMatt on Jun 14, 2019

    "I quite liked GOT, until they ran out of books and the show runners started making it up on the fly." InuYasha had the exact same problem.

  • DesertNative In hindsight, it's fascinating to see how much annual re-styling American cars received in the 1950's. Of course, that's before they had to direct their resources to other things like crash-worthiness, passenger safety, pollution controls, etc. It was a heady time for car designers, but the rest of us have benefited immeasurably from the subsequent changes.
  • Cprescott Aside for how long it takes to charge golf carts since I don't live in a place where I can have my own charger, is the game that golf cart makers play when your battery fails and they blame you and charge you $15-25k to replace them.
  • Legacygt I am somewhat tired of hearing complaints about the fuel economy of 3-row crossovers. Particularly since they all get pretty much the same. In this class, the Highlander Hybrid gets excellent fuel economy. Beyond that, it's hard to complain about one when they're all within a couple mpgs of each other.
  • SCE to AUX "we had an unprecedented number of visits to the online configurator"Nobody paid attention when the name was "Milano", because it was expected. Mission accomplished!
  • Parkave231 Should have changed it to the Polonia!
Next