TOKYO Jan 29 Canon Inc has appointed
its first outside directors, ending years of high-profile
resistance to opening up its boardroom as pressure mounts on
Japan's big companies to improve governance and better manage
The camera maker's long-serving chief executive Fujio
Mitarai, who headed Japan's powerful Keidanren business lobby
from 2006 to 2010, had argued that only insiders could
understand the company well enough to serve effectively on its
Canon's surprise move follows similar shifts at Japanese
bellwethers such as Toyota Motor Corp and Hitachi Ltd
as globalisation helps to prise open their
decision-making structures to the outside world.
Canon said on Wednesday its board would be joined by
Kunitaro Saida, a lawyer who has served as chief prosecutor in
Osaka, and Haruhiko Kato, a former commissioner of Japan's
National Tax Agency who became one of Toyota's first independent
board members last June.
"Mitarai was the most powerful, most outspoken opponent to
the concept of outside directors," said Nicholas Benes, a
corporate governance expert and representative director of The
Board Director Training Institute of Japan.
"This is a really interesting development which in a way is
really good for corporate governance in Japan."
A Canon spokesman said the company had not opposed having
independent directors but had been unable to find people with
"We haven't had any scandals or anything that would increase
pressure on us to have an outside director, so we weren't in a
particular hurry to appoint one," said Canon public relations
officer Jun Misumi.
Benes said companies have also come under pressure to
appoint outside directors since Institutional Shareholder
Services, a leading proxy adviser firm, began opposing the
renewal of chief executives' terms at companies with no
Toyota appointed three independent directors last June, its
first ever, after critics blamed an insular management style for
its slow response to fatal accidents in the United States and
recalls of millions of vehicles.
Hitachi Ltd, Japan's largest electronics company,
reshuffled its board in 2012 to appoint a majority of
independent directors for the first time, with three
non-Japanese among the newly named outside directors.
Canon also reported quarterly results on Wednesday that fell
short of both its own guidance and market expectations, as the
boost from a weaker yen, increasing the value of its revenue
from abroad, was outweighed by a drop in camera sales.
(Editing by Edmund Klamann and Mark Potter)