Strategic Capital Publicizes Shareholder Proposal to Noritake Co., Ltd. and Opens Dedicated Website
Activist investor Strategic Capital, holding approximately 9% of Noritake Co., Ltd., has submitted a six-item shareholder proposal for the upcoming June AGM, focusing on capital efficiency and shareholder returns.
📋 Article Processing Timeline
- 📰 Published: April 28, 2026 at 00:30
- 🔍 Collected: April 27, 2026 at 16:01
- 🤖 AI Analyzed: April 28, 2026 at 00:00 (7h 58m after Collected)
Our company has entered into a discretionary investment agreement with INTERTRUST TRUSTEES (CAYMAN) LIMITED SOLELY IN ITS CAPACITY AS TRUSTEE OF JAPAN-UP (hereinafter referred to as the 'Fund'). The Fund and our company (collectively referred to as 'SC' or the 'Proposing Shareholder') hold approximately 9% of the shares of Noritake Co., Ltd. (hereinafter referred to as 'the Company' or 'Noritake').
Noritake's stock price valuation has stagnated for a long period, and its PBR over the past 15 years has consistently lagged behind other companies in the Morimura Group and the TOPIX index. Furthermore, the company faces multiple issues in terms of capital efficiency and governance, such as an excessively high equity ratio, neglect of unprofitable businesses, and delays in reducing cross-shareholdings.
To improve the Company's shareholder value, SC has dispatched a document exercising its right to make shareholder proposals at the Company's Annual General Meeting of Shareholders scheduled for this June. We hereby publicize this matter as follows.
For a detailed explanation, please refer to the special website (https://stracap.jp/5331-NORITAKE/).
Agenda items proposed by SC and their outlines:
Item 1: Partial amendment to the Articles of Incorporation regarding the organ to decide the distribution of surplus, etc.
(Outline) To amend the Articles of Incorporation so that the general meeting of shareholders becomes the organ to decide year-end dividends.
Item 2: Disposition of surplus
(Outline) To pay a dividend equivalent to a DOE (Dividend on Equity) of 8%.
Item 3: Partial amendment to the Articles of Incorporation regarding the formulation and disclosure of a business portfolio plan
(Outline) To include in the Articles of Incorporation the formulation of a business portfolio plan based on the capital efficiency and capital cost of each business, and the consideration of policies for unprofitable businesses.
Item 4: Partial amendment to the Articles of Incorporation regarding the sale of cross-shareholdings
(Outline) To state in the Articles of Incorporation that all cross-shareholdings shall be sold by the end of March 2029.
Item 5: Partial amendment to the Articles of Incorporation regarding stock split
(Outline) To amend the Articles of Incorporation so that stock splits become a matter for resolution at the general meeting of shareholders.
Item 6: Partial amendment to the Articles of Incorporation regarding stock split and the total number of authorized shares associated with the stock split
(Outline) To conduct a 1:3 stock split and amend the Articles of Incorporation to set the total number of authorized shares at 200 million shares.
(Attached Materials)
Contents of the agenda items proposed by SC (full text) and reasons (full text)
d52343-117-10557f4cf40f4ea50b11dc4e1cedfe7b.pdf
Strategic Capital, Inc.
We aim to improve corporate and shareholder value through dialogue with company management and the exercise of shareholder rights.
Noritake's stock price valuation has stagnated for a long period, and its PBR over the past 15 years has consistently lagged behind other companies in the Morimura Group and the TOPIX index. Furthermore, the company faces multiple issues in terms of capital efficiency and governance, such as an excessively high equity ratio, neglect of unprofitable businesses, and delays in reducing cross-shareholdings.
To improve the Company's shareholder value, SC has dispatched a document exercising its right to make shareholder proposals at the Company's Annual General Meeting of Shareholders scheduled for this June. We hereby publicize this matter as follows.
For a detailed explanation, please refer to the special website (https://stracap.jp/5331-NORITAKE/).
Agenda items proposed by SC and their outlines:
Item 1: Partial amendment to the Articles of Incorporation regarding the organ to decide the distribution of surplus, etc.
(Outline) To amend the Articles of Incorporation so that the general meeting of shareholders becomes the organ to decide year-end dividends.
Item 2: Disposition of surplus
(Outline) To pay a dividend equivalent to a DOE (Dividend on Equity) of 8%.
Item 3: Partial amendment to the Articles of Incorporation regarding the formulation and disclosure of a business portfolio plan
(Outline) To include in the Articles of Incorporation the formulation of a business portfolio plan based on the capital efficiency and capital cost of each business, and the consideration of policies for unprofitable businesses.
Item 4: Partial amendment to the Articles of Incorporation regarding the sale of cross-shareholdings
(Outline) To state in the Articles of Incorporation that all cross-shareholdings shall be sold by the end of March 2029.
Item 5: Partial amendment to the Articles of Incorporation regarding stock split
(Outline) To amend the Articles of Incorporation so that stock splits become a matter for resolution at the general meeting of shareholders.
Item 6: Partial amendment to the Articles of Incorporation regarding stock split and the total number of authorized shares associated with the stock split
(Outline) To conduct a 1:3 stock split and amend the Articles of Incorporation to set the total number of authorized shares at 200 million shares.
(Attached Materials)
Contents of the agenda items proposed by SC (full text) and reasons (full text)
d52343-117-10557f4cf40f4ea50b11dc4e1cedfe7b.pdf
Strategic Capital, Inc.
We aim to improve corporate and shareholder value through dialogue with company management and the exercise of shareholder rights.