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Under the Banyan Tree - Corporate governance and lessons from the Japanese eel
19 Plays1 year ago
Fred Neumann and Herald van der Linde tackle the topic of Asian corporate governance and share buybacks in this week's episode, with a bonus splash of marine biology for those who make it all the way through. Disclaimer: https://www.research.hsbc.com/R/101/XqvxcBl . Stay connected and access free to view reports and videos from HSBC Global Research follow us on LinkedIn https://www.linkedin.com/feed/hashtag/hsbcresearch/ or click here: https://www.gbm.hsbc.com/insights/global-research.
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Transcript
Introduction to HSBC Global Viewpoint
00:00:02
Speaker
Welcome to HSBC Global Viewpoint, the podcast series that brings together business leaders and industry experts to explore the latest global insights, trends, and opportunities.
00:00:13
Speaker
Make sure you're subscribed to stay up to date with new episodes.
00:00:16
Speaker
Thanks for listening.
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Speaker
And now onto today's show.
Corporate Governance Introduction
00:00:34
Speaker
Welcome to Under the Banyan Tree from HSBC Global Research in Hong Kong.
00:00:37
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I'm Fred Newman, Chief Asia Economist.
00:00:40
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And I'm Harold van Linde, Head of Asian Equity Strategy.
00:00:42
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Well, this is usually the part where we say we're going to put Asian markets and economics in context.
00:00:46
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But on today's episode, it's a bit different maybe because it's more of a case of putting dry content into a hopefully listener-friendly format.
00:00:55
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That's right.
00:00:55
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We're talking corporate governance today.
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It might not be the sexiest of topics, but it's an important one.
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And we're here to tell you why.
00:01:03
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And with that, let's kick out the conversation under the banyan tree.
Importance of Corporate Governance in Asia
00:01:15
Speaker
So, Harold, we've got to pull out our nerd hats now, I'm afraid, and that is we've got to talk about corporate governance.
00:01:22
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Now, it's a very dry subject, let's face it.
00:01:25
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Very exciting for equity strategists.
00:01:26
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Yeah, but it's important nonetheless, not just for equity investors, but even for economic growth in Asia.
00:01:33
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And that's perhaps one area where Asia can and should and probably will do better.
00:01:39
Speaker
But before delving into this, how do you define corporate governance?
00:01:44
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What is it?
00:01:46
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Corporate governance is, broadly speaking, how management runs their businesses.
00:01:51
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So it's a very broad concept.
00:01:53
Speaker
But the reason why we're talking about it is not because of shifts in board composition, although that's important and that is taking place, or maybe certain statements that have companies made.
00:02:04
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No, the reason why we're talking about this is that a lot of Asian companies, and particularly in Japan, we've seen change in the last couple of years, they have a lot of cash on their balance sheet.
00:02:13
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And that cash can be returned to shareholders.
00:02:18
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And the talk is, are they doing that?
00:02:19
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And are they doing that enough?
00:02:21
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So Japanese companies in particular have been criticized.
00:02:23
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You've got way too much cash on your balance sheet.
00:02:25
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Give it back to the shareholders.
00:02:27
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And we're starting now seeing that
Asian Companies and Cash Returns
00:02:30
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they're doing that.
00:02:30
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And that's the focus of corporate governance in markets at the moment.
00:02:34
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So Harold, you really talk about deploying the cash, excess cash on corporate balance sheets.
00:02:43
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It's about strengthening the rights of the owners of the companies vis-a-vis the management, for example.
00:02:50
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Why is it so important that companies return cash to their owners?
00:02:55
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Why not leave it with the company?
00:02:57
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I mean, cash-rich balance sheets for corporations is not necessarily a bad thing.
00:03:02
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It certainly strengthens the balance sheet.
00:03:04
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So why put companies under pressure to return some of that excess cash?
00:03:08
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Well, there's two good reasons for it.
00:03:09
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If you buy a share in a company, you are an owner of that company together with thousands of other people or institutions.
00:03:18
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and you have a right to that cash.
00:03:19
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And if the company doesn't need that cash, you always need some cash to run a business, right?
00:03:24
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You need to invest a little bit, you have to pay your people, something might go wrong, there's some kind of precaution you need.
00:03:30
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But if you have so much cash, and there are companies who get billions of dollars on cash on the balance sheet, way beyond what they need,
00:03:37
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Then you could say, well, I have a right to that.
00:03:38
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Pay to me because I need it or I can.
00:03:42
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And there's another reason I can invest it somewhere else again.
00:03:44
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And that's that's good for me.
00:03:46
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So there's a good reason then to say, listen, if you've got so much cash on your balance sheet, you're not doing anything with it.
00:03:52
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Give it back to me.
00:03:53
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So it's about the efficiency of the deployment of capital.
00:03:57
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And that, of course, matters to the owner.
00:03:59
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He would like to get a higher return on his capital than rather have it sit idly on corporate
Dividends and Share Buybacks Explained
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balance sheets.
00:04:04
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Yeah, in a bank, at a low deposit rate, absolutely.
00:04:07
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And it also then matters from an economic perspective because that forces companies to think harder about the return on the cash.
00:04:15
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If they have to give it up, then they need to think really...
00:04:18
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about how can we improve returns to use this cash and that then improves corporate efficiency, improves productivity growth.
00:04:25
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That's why I think corporate governance is important.
00:04:28
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But let's take this case.
00:04:30
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If a company has excess cash, how do we actually transfer it back to the owner?
00:04:35
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Yeah, well, there's effectively two ways to do so.
00:04:38
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And either way has got its advantage and disadvantages.
00:04:41
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But the first one, which is very simple, is you pay more dividends.
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And sometimes you can make a special dividend.
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You say every year we pay an X amount of dividends, but this year we got so much cash.
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Boom, we do something really special.
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You make a special dividend.
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So that's one way of paying it.
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The other way is slightly more technical is to conduct what is called a share buyback.
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So the company buys the shares in the market and therefore the shares that are outstanding with the other shareholders,
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your share in the company goes up because these shares are being taken away.
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So the number of shares outstanding is being reduced.
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So if you're a shareholder, without doing anything, suddenly you've got a bigger share in that company because the number of shares have been reduced through that share buyback.
00:05:31
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And we've seen that happening, that companies do more dividend payments, but also more share buybacks.
00:05:36
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So we discussed why corporate governance is important and the means to really address this, which is really about running companies better and transferring the excess cash to the owners via buybacks and via dividend payments.
00:05:50
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Japan is at the forefront of this.
00:05:52
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We've seen big rally in Japanese equities, partly on this idea that corporate governance is improving in Japan.
Japan's Corporate Governance Reforms
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And that has gotten investors excited.
00:06:04
Speaker
Give us a bit of a historical context here.
00:06:07
Speaker
Is Japan just behind when it comes to corporate governance?
00:06:11
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To be honest, for a long time, yes, it was.
00:06:14
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We're just focusing on cash here, but Japanese companies 10 years ago were criticized by many, and also by academics and studies, you carry way too much cash on your balance sheet.
00:06:25
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What are you doing with it?
00:06:26
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Please give it back to the shareholders.
00:06:27
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But there was no particular incentive for them to do so.
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or they were fairly reluctant to do so.
00:06:32
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But over the last couple of years, we've seen them change.
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And that's partially because the government, the stock exchanges, they have put programs in place to create awareness and try to put regulations in place to stimulate companies to do so.
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They created an index, for example, of companies that are more profitable than average, if you want, or than other companies, but are good in doing these sort of things.
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It's called the Nikkei 400.
00:06:58
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It became to be known as the shame index because if you were excluded from that list meant you were not doing the right things maybe and therefore publicly shamed in newspapers because they listed the companies that were included or excluded every year.
00:07:10
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So companies have responded to that said okay well we'll pay more dividends and we're gonna do more share buybacks and that has created some excitement in the market and it's one of the reasons why the Japanese stock market has performed so well.
00:07:22
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But I'd like to take a slight step back because it's all fairly technical.
00:07:27
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It seems to be that fits in a little bit of a context of changes taking place in Japan over the last decade, right?
Japan's Economic Strategy and Governance
00:07:34
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It does.
00:07:34
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And I would even go further back than that.
00:07:36
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Now, over the last decade, of course, there's been a big emphasis on raising Japan's growth rate to get out of deflation.
00:07:43
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And that required aggressive monetary easing.
00:07:47
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It required aggressive fiscal easing.
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That's why they have low interest rates.
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at low levels.
00:07:51
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Very low interest rates indeed.
00:07:53
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And they ran very large budget deficits to spur the economy along.
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Those were the so-called part of the three arrows that the Prime Minister at the time fired off to get the economy going again.
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But a third element of this was really the improvement in corporate governance because the government said it's not just enough to stimulate demand.
00:08:14
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We also need to have the corporate sector raise its efficiency at the better allocation of capital.
00:08:21
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And you do this by putting pressure on companies by holding them to higher corporate governance standards that focuses the mind of management.
00:08:29
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It means that they need to take better investment decisions.
00:08:33
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If they can't raise a return on capital, they have to give the money back to the owners of the company.
00:08:39
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And so corporate governance reform was part and parcel of the strategy to revive the Japanese economy.
00:08:46
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And that's why it's not just important for an equity investor.
00:08:49
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It's actually important from a broader economic perspective
Exploration Teaser for Other Asian Markets
00:08:54
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as well.
00:08:54
Speaker
Yeah, and I guess in an aging society where pension funds have to pay out more and more money to more and more people that are in a pension age, it's very nice to get some of these dividends coming in as a pension fund because you need that money, right?
00:09:08
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So that fits into the sort of demographic situation that Japan is in at the moment as well.
00:09:15
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So Japan is leading the way here.
00:09:17
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I think this is a time when we take a quick break and then we look at some of the other markets in Asia where corporate governance reform has also come in vogue of late.
00:09:26
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The market is certainly talking about that.
00:09:28
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So when we come back, we'll just take a closer look at the other markets.
Comparative Governance: Asia vs. Other Regions
00:09:41
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So Harold, we talked about what corporate governance is, but how does Asia stick up to other parts of the world?
00:09:47
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I would imagine the US is sort of the gold standard when it comes to this.
00:09:51
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Not always.
00:09:52
Speaker
Again, it depends on how you look at corporate governance.
00:09:54
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If you look at board composition, these sort of things, there are all kinds of differences across the world.
00:10:00
Speaker
But if we really focus on...
00:10:02
Speaker
dividends and share buybacks and returning cash, for example, to shareholders.
00:10:08
Speaker
Yes, the U.S. is leading in that regard.
00:10:10
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U.S. companies have over the last decades been very good in that regard and an issue that has been quite moderate.
00:10:17
Speaker
Returning to this theme of corporate governance in Asia, it looks like Japan has led the way and others are trying to essentially emulate that success.
00:10:27
Speaker
Certainly in Korea, there's a program being pushed called Value Up, which is the government's trying to encourage better corporate governance standards.
00:10:36
Speaker
Talk to us about that.
00:10:38
Speaker
How successful has that been so far?
00:10:41
Speaker
Well, the name of that program already says what they would like to do.
00:10:46
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Value up.
00:10:46
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They want the value of assets or stock markets
Korea's Value Up Program
00:10:50
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to go up.
00:10:50
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And in Korea, we've always seen that that stock market trades at a lower valuation multiple, a discount to the rest of the region.
00:10:59
Speaker
And one of the reasons for it is that Korean companies...
00:11:03
Speaker
do not use their money and capital very efficiently either.
00:11:07
Speaker
So the idea is if we do something that the Japanese have done, hey, maybe we can increase the valuation and reduce that discount.
00:11:14
Speaker
So that's where the name value up comes from.
00:11:16
Speaker
And like in Japan, dividend payments and share buybacks and these sort of things are very prominent in that.
00:11:22
Speaker
But we're in the very early stages.
00:11:24
Speaker
Why?
00:11:24
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We just said that the Japanese have been working on this for the last decade and figured out what worked and didn't work over time.
00:11:31
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The Koreans can of course say, okay, this seems to work in Japan, we're going to do that as well.
00:11:34
Speaker
But they've just announced it since the early part of the year.
00:11:38
Speaker
In May and June this year, we're going to get more details.
00:11:41
Speaker
Corporates are starting to respond to this.
00:11:43
Speaker
So we have telecom companies, for example, that over the course, over the next couple of weeks, will have said that they will come out with what they're going to do to participate in this value-up program.
00:11:54
Speaker
So it's all voluntary and it's very early stages yet in Korea.
00:11:57
Speaker
So if you then think about some of the challenges in Korea versus Japan, where we have seen progress, what would be some of the specific challenges that Korean companies face?
Challenges in Korean Governance
00:12:08
Speaker
I think one particular challenge that the Koreans face is consistency.
00:12:14
Speaker
They have not always been very consistent, for example, in the dividend policies in the past.
00:12:19
Speaker
And if you want to do these things, you need to be consistent in your dividend policies or your messaging to the market, we're going to do this and buy back the shares and not sell them later back into the market, by the way.
00:12:30
Speaker
So you have to signal also clearly, we're going to cancel these shares.
00:12:34
Speaker
These shares are really gone.
00:12:35
Speaker
We're not going to go and put it back in the market.
00:12:37
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That's one thing.
00:12:37
Speaker
So you need time.
00:12:38
Speaker
There's nothing they can do too much about this.
00:12:41
Speaker
Another issue is that
00:12:43
Speaker
In Korea, and Japan has as well, companies have a lot of cross holdings.
00:12:47
Speaker
And that is also, it's not just cash, but they're part of larger groups, tables, whereby company A owns B, C and D, and D owns B, A and K, and K owns B, D and A. So there's a lot of these companies that have these cross holdings.
00:13:01
Speaker
You need to really unwind them as well.
00:13:02
Speaker
And that just takes a lot of time.
00:13:04
Speaker
And I think that's a good point.
00:13:07
Speaker
Asia in general has much more of a conglomerate structure, corporate structure, which in some ways hinders corporate governance issues.
00:13:15
Speaker
But I would actually say that with regard to Japan, one reason why we have seen the progress in corporate governance reform is because starting in the late 90s, early 2000s, they have gone a long way into segregating these cross-shareholdings as a result of the Japanese bubble bursting
00:13:34
Speaker
Banks in particular saw the balance sheets deteriorate.
00:13:37
Speaker
They then kind of removed themselves from some of these minority stakes in companies.
00:13:43
Speaker
So you have actually as a result of the bubble bursting in Japan and a 20-year effort,
00:13:48
Speaker
much cleaner conglomerate structures than you have in Korea, which is still much more intertwined, much more conglomerate.
00:13:58
Speaker
Conglomerate and very also much more driven by families who are large shareholders in the key companies in these groups, which is much less so the case.
00:14:06
Speaker
So, yeah, the dynamics still in Korea, therefore, are very different.
00:14:10
Speaker
You're correct.
00:14:10
Speaker
Now, when we broaden this out to the rest of Asia, as I already hinted at, other economies in Asia also have conglomerate structures.
Governance in China and India
00:14:18
Speaker
And so the question arises, how is corporate governance faring there?
00:14:22
Speaker
China, of course, being a very large market, are they moving in that direction now?
00:14:26
Speaker
Yeah, China has come out and is also talking about putting regulations in place on improving share buybacks and dividend payments and these sort of things.
00:14:36
Speaker
Again, it's very early days.
00:14:37
Speaker
You need a consistent sort of approach to that over time.
00:14:40
Speaker
These companies need to signal these things clearly to the market over time as well.
00:14:45
Speaker
But yeah, they've taken this seemingly on board as well.
00:14:49
Speaker
And they are talking, for example, for state-owned enterprises saying your performance will now be measured on the share price performance or the profitability performance.
00:14:58
Speaker
or your participation in this as key management teams.
00:15:02
Speaker
So if you want to get promoted to another company or these sort of things, you need to participate in that.
00:15:06
Speaker
And it will be interesting to see in how far they are really going to do this.
00:15:10
Speaker
And if you go to the other big Asian equity market, India, how does that compare in corporate governance terms?
00:15:17
Speaker
Is there also a big hill to climb, or have they progressed actually much, much further down the path?
00:15:23
Speaker
Well, in India, you do also have larger conglomerates.
00:15:28
Speaker
But broadly speaking, these conglomerates are not, they're quite dominant as well, but it's not as dominant maybe as in Korea and Japan because there's a lot of companies as well that just do one particular business and not part of a conglomerate.
00:15:42
Speaker
That's the first thing.
00:15:43
Speaker
The second thing is that, as you mentioned earlier,
00:15:47
Speaker
Very often it is either low valuations.
00:15:50
Speaker
In Korea they're talking about we want to have the value up.
00:15:53
Speaker
In Japan it was a sort of crisis mentality that emerged that caused this to happen.
00:15:58
Speaker
In India it's almost the opposite.
00:16:00
Speaker
The Indian market has been doing very good.
00:16:03
Speaker
The valuations are high and if the valuations are really high for companies it doesn't make sense to buy better stock because to be honest that's quite expensive.
00:16:11
Speaker
So the urgency in India is, I think, not really there.
00:16:15
Speaker
So the dynamics there will be, I suspect, is going to be very, very different.
00:16:19
Speaker
And lastly, I wanted to ask you, and maybe hark back to an earlier episode we did recently, where you talked about this phenomenon that more and more Asian assets are being bought by Asian investors.
00:16:31
Speaker
This is Asia Buys Asia theme, because we're building up big pools of savings here in the region that are managed.
00:16:39
Speaker
If you think about where this corporate governance push comes from, we can say politicians would like to have more efficient allocation of capital, faster growth.
00:16:47
Speaker
But isn't there also an argument that the more prominent local investors are, the more they demand corporate governance improvements because that helps pension funds with a payout ratio?
00:16:59
Speaker
It's not benefiting foreigners necessarily.
00:17:01
Speaker
It's benefiting domestic constituents.
00:17:03
Speaker
And is that also behind this move towards corporate governance?
00:17:06
Speaker
I think that's a very strong driver.
00:17:08
Speaker
can be an even stronger driver, I think, in certain markets.
00:17:11
Speaker
But yes, when the Japanese government came out and said, we want to make these changes, the national pension funds in Japan said, we are more than willing to participate in that.
00:17:20
Speaker
We are going to support this and these sort of things.
00:17:24
Speaker
Now, pension funds are very dominant in Korea as well, so they can play a role there.
00:17:28
Speaker
But I said it's very early days, so we have to see what their role is going to be.
00:17:33
Speaker
Maybe pension funds are not as big yet in India.
00:17:36
Speaker
It's a younger sort of population.
00:17:38
Speaker
It's more retail investors yet.
00:17:40
Speaker
But again, maybe that doesn't matter.
00:17:43
Speaker
Retail investors will eventually say, please pay us the dividends and we'll be happy to take that.
00:17:49
Speaker
So the fact that more investors are Asian might be maybe an interesting sort of twist to that whole story as well.
Micro-Reforms and Asian Growth
00:17:57
Speaker
Well spotted.
00:17:57
Speaker
Yeah.
00:17:57
Speaker
Now, Harold, I've got to hand it to you.
00:17:59
Speaker
You wear the nerd hat better than most.
00:18:02
Speaker
You brought a very dry subject to life here.
00:18:06
Speaker
And, of course, it is hugely important.
00:18:08
Speaker
It's one of these small things that really matter, not just from a market's perspective, but really in terms of helping to improve Asian growth.
00:18:17
Speaker
And it's encouraging to hear that a lot is happening on that front.
00:18:20
Speaker
It's these micro-reforms, ultimately, that make all the difference today.
00:18:24
Speaker
down the road.
00:18:25
Speaker
So thanks for wearing the nerd hat today.
Ocean Biology Analogy
00:18:39
Speaker
So, Fred, I passed your desk recently and there's this big blue book that was right there on the middle.
00:18:47
Speaker
What is that about?
00:18:48
Speaker
It is, yeah.
00:18:49
Speaker
I'm trying to steal any minute I can to read this book.
00:18:51
Speaker
It's been fascinating.
00:18:53
Speaker
It's called The Blue Machine and it really describes how the oceans...
00:18:58
Speaker
work and his wonderful little anecdotes about not just the animals but the physical composition of water and how really that brings the planet alive and so it's a fascinating read but it was one kind of
00:19:13
Speaker
story there i have a hard time letting go of and that is the um the story of the european eel um now here always wanted to know about the european i know um so the european eel is actually spawned in the saragasso sea which is off the coast of the us in the north atlantic then travels about four to five thousand kilometers until it hits european rivers um
00:19:42
Speaker
And remember that it's spawned in salt water and it's then traveling through salt water.
00:19:48
Speaker
And once it is delivered to these mouths of the rivers, European rivers, of course that's sweet water.
00:19:54
Speaker
So the eel then changes entirely its molecular composition, cellular composition.
00:20:02
Speaker
from being a saltwater fish to being a sweetwater fish, then travels up these rivers, lives for 20 years in very, very small areas, barely moves, just hunts and lives for 20 years in these rivers.
00:20:20
Speaker
Then when they're around 20 years old, they swim back down the river, again change the entire cellular structure from sweetwater fish to saltwater fish, and then are transported back across the Atlantic another 4,000 or 5,000 kilometers.
00:20:37
Speaker
So in total, they've done a round trip of 10,000 kilometers to then essentially reproduce in the Saragasso Sea.
00:20:44
Speaker
And I think it's just a wonderful, wonderful depiction of just the wonders of the animal kingdom
00:20:50
Speaker
Well, that's an interesting sort of rabbit hole you've gone down to.
00:20:54
Speaker
But there's maybe a nice sort of analogy here with corporate governance, because it looks to me this is a very inefficient use of time by the eels, first of all.
00:21:04
Speaker
And secondly, they have to go through this sort of cellular kind of restructuring of themselves, which is exactly what the Asian corporates are trying to do so as well.
00:21:14
Speaker
I guess they're not really living to the mantra of value up to the highest efficiency.
00:21:19
Speaker
Maybe they could do shorter journeys.
00:21:21
Speaker
In fact, funny enough, I'd also looked up whether eels in other parts of the world do this, and it turns out the Japanese eel is much more efficient.
00:21:28
Speaker
I thought you were going to say the Dutch, because eating eels is a big thing, piling with eels.
00:21:31
Speaker
No, we're not talking about the eating of eels.
00:21:33
Speaker
We're talking about the spawning of eels.
00:21:35
Speaker
Okay.
00:21:35
Speaker
Oh, yeah, it's a different repertoire.
00:21:37
Speaker
But given that we talk about Japanese corporate governance, it turns out the Japanese eel, the Onagi that people know from eating Japanese food, that actually does the whole journey in 3,000 kilometers.
00:21:48
Speaker
Oh, they're much more efficient.
00:21:50
Speaker
They're much more efficient.
00:21:51
Speaker
And there you have it.
00:21:52
Speaker
See, this is a good sign for corporate governance changes in Japan.
00:21:54
Speaker
That certainly raises the prospects of a much, much more efficient capital allocation in Japan.
00:22:03
Speaker
Well, folks, if you've made it this far, give yourselves a pat on the back.
00:22:06
Speaker
Hopefully you've now got an understanding of why corporate governance matters and got a little marine biology hit to wash it down with.
00:22:14
Speaker
We'll be back again next week, putting Asian markets and economics in context.
00:22:18
Speaker
Take care till then.
00:22:43
Speaker
Thank you for joining us at HSBC Global Viewpoint.
00:22:46
Speaker
We hope you enjoyed the discussion.
00:22:48
Speaker
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