SYS-CON MEDIA Authors: Adine Deford, Cynthia Dunlop, Harry Trott, Xenia von Wedel, Peter Silva

News Feed Item

Leading Corporate Governance Research Firm, ISS, Endorses Management of Sanyang Industry (TPE:2206):

Sanyang Industry Co. Ltd. (TPE:2206) announced today that a leading proxy and corporate governance research firm, Institutional Shareholder Services (“ISS”) has recommended that shareholders vote Unanimously WITH Management on ALL agenda items, to vote FOR ALL MANAGEMENT Board Director and Supervisor candidates proposed by the Management, and to unanimously vote AGAINST ALL DISSIDENT candidates and resolutions proposed by the dissident shareholder group at the company’s upcoming June 18th annual shareholders’ meeting.

The ISS report analysed that a dissident group is trying to take control of the board and change the management but that there is “no compelling case why change is needed.” The report states that upon dissident members for the first time becoming board directors in 2011, the dissident directors, Chin-Yuan Wu and Lichuan Gao, then “had three years to demonstrate their ability to create value for shareholders.” However from high performance in 2011, “the company performance had worsened since they (Chin-Yuan Wu and Lichuan Gao) joined the board. Further, none of the (dissident) nominees have relevant industry skills and it is unclear how these candidates would create value for shareholders. Given the above concerns, a vote AGAINST ALL DISSIDENT nominees and FOR ALL MANAGEMENT nominees is warranted.”

ISS further noted a key complaint made to ISS by the dissident group about the management, regarding the attempt by current management to gain higher profit apportionment ratio on the Neihu Land Development Project with Mei Fu Development Co.,Ltd. (“Mei Fu”) through arbitration (from the current 46%:54%, Sanyang Group: Mei Fu). The dissident group complained to ISS that the dissident group believes apportionment ratio should remain unchanged even though the current apportionment ratio greatly undervalues the Neihu land owned by Sanyang Group and that the arbitration fee of TWD 10 million is a waste of company money. On this issue, the ISS report wrote, “Pursuing court arbitration for the Neihu land agreement may have cost the company TWD 10 million in fees, but such amount is negligible considering the value of the land and what the company could stand to gain. Between 2007 and 2013, the value of Neihu land has increased by TWD 7.1 billion. Attempting to gain a better bargain rather than leaving such a substantial value on the table is reasonable and is in shareholders’ interest.”

Sanyang Board Chairwoman, Ms. Y. M. Huang expressed, “I am very gratified to learn of the international community’s analysis and full support of our leadership team. Such a report from a well-respected, independent, international corporate governance research firm such as ISS, is a strong validation that the current management’s leadership direction, discipline, head, and heart are all in the right place.” She added further, “Despite distractions and disruptions from the dissident group over the last three years, the management and all our employees have been unwavering in our single-minded determination to fight for the best interest and long-term shareholder value of all our stakeholders. The main pillars of our value creation plan include: (1) optimization of our core business operations; (2) improved capital structure management; and (3) strengthened measures of corporate governance and management transparency. Our board director and supervisor candidates for the upcoming June board election, were carefully selected based on the breadth and depth of expertise, diversity, independence and integrity necessary to execute our three-pillar plan. As further demonstration of our single-minded focus on our core business and commitment to our shareholders only, we have asked shareholders to vote AGAINST RELEASE of board directors from non-compete restriction. Our request contrasts clearly from that of the dissident group who has asked FOR release of non-compete restriction on their candidates so that they may have positions in other companies where their activities may conflict or compete with Sanyang’s.” The Chairwoman concluded, “We are truly grateful to our shareholders for the support of our common vision and our proposed candidates to execute the vision. We will continue to be tireless and fearless in delivering long-term sustainable growth in our core business for the full benefit of all our shareholders!”

On the agenda to release board directors from non-compete restriction, ISS report recommends AGAINST the release. The report comments that, “as the dissident group’s objectives are unclear, non-compete restrictions could, if any of their nominees are elected to the board, provide some safeguard to shareholders’ interest.”

More information regarding the shareholders’ meeting is available on the Sanyang Industry IR web page. For English, please go to http://www.sanyang.com.tw/en/news/index.php?cat=2.

For Chinese, please refer to http://www.sanyang.com.tw/finance/con_show.php?op=showone&cid=6

About Sanyang Industry

Sanyang Industry Co., Ltd., founded 60 years ago in 1954 by the grandfather of current Chairwoman, is the sole international enterprise in Taiwan that manufactures and sells both motorcycles and automobiles. Its manufacturing and sales network covers over 75 countries. Over the past half century, Sanyang has built an extensive sales and service network and has established strong alliances with other world class corporations. In the process, the Company has developed a deep roster of management talent and strong devotion from customers loyal to its brand. In a hyper-competitive era, the Company has maintained its roots firmly in Taiwan, while basing its blueprint for expansion on innovation, excellence and commitment to the greater good of human society.

More Stories By Business Wire

Copyright © 2009 Business Wire. All rights reserved. Republication or redistribution of Business Wire content is expressly prohibited without the prior written consent of Business Wire. Business Wire shall not be liable for any errors or delays in the content, or for any actions taken in reliance thereon.

Latest Stories
"We help companies that are using a lot of Software as a Service. We help companies manage and gain visibility into what people are using inside the company and decide to secure them or use standards to lock down or to embrace the adoption of SaaS inside the company," explained Scott Kriz, Co-founder and CEO of Bitium, in this SYS-CON.tv interview at 15th Cloud Expo, held Nov 4–6, 2014, at the Santa Clara Convention Center in Santa Clara, CA.
15th Cloud Expo, which took place Nov. 4-6, 2014, at the Santa Clara Convention Center in Santa Clara, CA, expanded the conference content of @ThingsExpo, Big Data Expo, and DevOps Summit to include two developer events. IBM held a Bluemix Developer Playground on November 5 and ElasticBox held a Hackathon on November 6. Both events took place on the expo floor. The Bluemix Developer Playground, for developers of all levels, highlighted the ease of use of Bluemix, its services and functionalit...
Some developers believe that monitoring is a function of the operations team. Some operations teams firmly believe that monitoring the systems they maintain is sufficient to run the business successfully. Most of them are wrong. The complexity of today's applications have gone far and beyond the capabilities of "traditional" system-level monitoring tools and approaches and requires much broader knowledge of business and applications as a whole. The goal of DevOps is to connect all aspects of app...
The 4th International DevOps Summit, co-located with16th International Cloud Expo – being held June 9-11, 2015, at the Javits Center in New York City, NY – announces that its Call for Papers is now open. Born out of proven success in agile development, cloud computing, and process automation, DevOps is a macro trend you cannot afford to miss. From showcase success stories from early adopters and web-scale businesses, DevOps is expanding to organizations of all sizes, including the world's large...
SAP is delivering break-through innovation combined with fantastic user experience powered by the market-leading in-memory technology, SAP HANA. In his General Session at 15th Cloud Expo, Thorsten Leiduck, VP ISVs & Digital Commerce, SAP, discussed how SAP and partners provide cloud and hybrid cloud solutions as well as real-time Big Data offerings that help companies of all sizes and industries run better. SAP launched an application challenge to award the most innovative SAP HANA and SAP HANA...
Want to enable self-service provisioning of application environments in minutes that mirror production? Can you automatically provide rich data with code-level detail back to the developers when issues occur in production? In his session at DevOps Summit, David Tesar, Microsoft Technical Evangelist on Microsoft Azure and DevOps, will discuss how to accomplish this and more utilizing technologies such as Microsoft Azure, Visual Studio online, and Application Insights in this demo-heavy session.
When an enterprise builds a hybrid IaaS cloud connecting its data center to one or more public clouds, security is often a major topic along with the other challenges involved. Security is closely intertwined with the networking choices made for the hybrid cloud. Traditional networking approaches for building a hybrid cloud try to kludge together the enterprise infrastructure with the public cloud. Consequently this approach requires risky, deep "surgery" including changes to firewalls, subnets...
DevOps is all about agility. However, you don't want to be on a high-speed bus to nowhere. The right DevOps approach controls velocity with a tight feedback loop that not only consists of operational data but also incorporates business context. With a business context in the decision making, the right business priorities are incorporated, which results in a higher value creation. In his session at DevOps Summit, Todd Rader, Solutions Architect at AppDynamics, discussed key monitoring techniques...
Cultural, regulatory, environmental, political and economic (CREPE) conditions over the past decade are creating cross-industry solution spaces that require processes and technologies from both the Internet of Things (IoT), and Data Management and Analytics (DMA). These solution spaces are evolving into Sensor Analytics Ecosystems (SAE) that represent significant new opportunities for organizations of all types. Public Utilities throughout the world, providing electricity, natural gas and water,...
The security devil is always in the details of the attack: the ones you've endured, the ones you prepare yourself to fend off, and the ones that, you fear, will catch you completely unaware and defenseless. The Internet of Things (IoT) is nothing if not an endless proliferation of details. It's the vision of a world in which continuous Internet connectivity and addressability is embedded into a growing range of human artifacts, into the natural world, and even into our smartphones, appliances, a...
How do APIs and IoT relate? The answer is not as simple as merely adding an API on top of a dumb device, but rather about understanding the architectural patterns for implementing an IoT fabric. There are typically two or three trends: Exposing the device to a management framework Exposing that management framework to a business centric logic Exposing that business layer and data to end users. This last trend is the IoT stack, which involves a new shift in the separation of what stuff happe...
The 3rd International Internet of @ThingsExpo, co-located with the 16th International Cloud Expo - to be held June 9-11, 2015, at the Javits Center in New York City, NY - announces that its Call for Papers is now open. The Internet of Things (IoT) is the biggest idea since the creation of the Worldwide Web more than 20 years ago.
The Internet of Things is tied together with a thin strand that is known as time. Coincidentally, at the core of nearly all data analytics is a timestamp. When working with time series data there are a few core principles that everyone should consider, especially across datasets where time is the common boundary. In his session at Internet of @ThingsExpo, Jim Scott, Director of Enterprise Strategy & Architecture at MapR Technologies, discussed single-value, geo-spatial, and log time series dat...
An entirely new security model is needed for the Internet of Things, or is it? Can we save some old and tested controls for this new and different environment? In his session at @ThingsExpo, New York's at the Javits Center, Davi Ottenheimer, EMC Senior Director of Trust, reviewed hands-on lessons with IoT devices and reveal a new risk balance you might not expect. Davi Ottenheimer, EMC Senior Director of Trust, has more than nineteen years' experience managing global security operations and asse...
The Internet of Things will greatly expand the opportunities for data collection and new business models driven off of that data. In her session at @ThingsExpo, Esmeralda Swartz, CMO of MetraTech, discussed how for this to be effective you not only need to have infrastructure and operational models capable of utilizing this new phenomenon, but increasingly service providers will need to convince a skeptical public to participate. Get ready to show them the money!