6/19/2026

Korea Firms Pass Charter Changes Weakening Commercial Act Reform Push

Chosun Biz (South Korea) (06/19/26) Ji-young, Park

With South Korea's amended Commercial Act taking effect starting with this year's regular shareholder meetings, it appears that a raft of articles of incorporation changes that could undermine the intent of the amendment passed. Also, the average approval rate for shareholder proposal items at this year's regular shareholder meetings among the top 10 domestic equity managers was tallied at 54%. Align Partners Asset Management issued a report on the 18th titled "Key takeaways and improvement tasks for the 2026 regular shareholder meetings." Align Partners said in the report, "The number of companies targeted by shareholder proposals and the number of items were counted at 56 and 218, respectively (based on separate counting)." This is a sharp increase from 39 companies and 151 items a year earlier. Of these, 23 items passed, bringing the overall approval rate to about 11%. Align Partners analyzed that this "shows that interest in and demand for the exercise of shareholder rights and improvements in corporate governance continue to expand in the domestic capital market." However, it also appears that articles of incorporation changes that could weaken the intent of the amended Commercial Act passed with approval rates above 90%. Align Partners explained, "So-called 'three articles of incorporation changes'—flexible director terms, setting and reducing the cap on the number of directors, and allowing disposal of treasury shares for managerial purposes—were proposed at more than 10% of KOSPI 200 corporations and were mostly approved with high support of 92% to 100%." The National Pension Service and domestic proxy advisory firms generally issued opposing views on the items, but there were many cases in which overseas proxy advisors issued relatively supportive recommendations, according to the analysis. Align Partners also raised the need to strengthen the voting recommendation standards of overseas proxy advisors for the Korean market. According to Align Partners, the average approval rate for shareholder proposal items by the three domestic proxy advisors—Korea ESG Research Institute, Sustinvest, and Korea Institute of Corporate Governance and Sustainability—was about 67%, while the National Pension Service's average approval rate was 69%. However, the average approval rate of overseas proxy advisors was only about 26%. Align Partners said that, based on its review of their voting recommendation standards, the amendments to the Commercial Act implemented since last year did not appear to be fully reflected. It also said that the unique characteristics of domestic governance did not appear to be sufficiently incorporated. In addition, Align Partners examined voting records on shareholder proposals at this year's regular shareholder meetings by the top 10 domestic asset managers by equity custody balance—Samsung Asset Management, Mirae Asset Global Investments, Korea Investment Management, KB Asset Management, NH-Amundi Asset Management, Shinhan Asset Management, Midas Asset Management, Baring Asset Management, Truston Asset Management, and Kiwoom Asset Management—through the fund voting disclosure system, and found the average approval rate was 54%. This figure falls short of both the three domestic proxy advisors' average recommendation rate (about 67%) and the National Pension Service's average approval rate (69%). Lee Chang-hwan, head of Align Partners, said, "Despite the Commercial Act amendment and the new administration's will to reform the capital market, it is disappointing that articles of incorporation changes aimed at neutralizing that intent mostly passed with high approval rates at this shareholder meeting," adding, "If overseas proxy advisors' voting recommendation standards become more sophisticated and the systems related to shareholder meetings improve, there will be meaningful changes in foreign investors' voting and in corporate governance."

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6/18/2026

Chemicals Maker Ashland Pushed to Sell by Cruiser Capital Advisors

Bloomberg (06/18/26) Sun, Mengqi

Cruiser Capital Advisors is pushing Ashland Inc. to sell itself, increasing the pressure on the specialty chemicals company after another investor called for a sale earlier this month. Ashland has attractive assets, but it doesn’t have the scale to maximize shareholder value, Cruiser Capital told the company’s board in a letter reviewed by Bloomberg News. “This is the crux of our view, and the reason we believe a sale is not merely one option among many but the best risk-adjusted path forward,” according to the letter dated Wednesday and signed by Cruiser Capital Managing Partner Keith Rosenbloom and Director of Research Charles Rose. Rosenbloom and Rose argued that Ashland carries the full cost of a standalone public company, including corporate overhead, and certain buyers can reduce these costs and unlock synergies of at least $100 million. A representative for Ashland didn’t immediately respond to a request for comment. Ancora Alternatives said this month that a sale could boost Ashland’s share price by at least 30%. Ancora Alternatives President James Chadwick disclosed the campaign at the Wolfe Research Activist Conference. “While we have arrived at our views independently and through our own long history with the company, we find ourselves in substantial agreement with the central conclusions of that letter,” Rosenbloom and Rose wrote. Ashland makes additives and specialty ingredients that are used in products in the pharmaceutical and personal care markets, among others. The company, based in Wilmington, Delaware, reported a 48% year-over-year decline in its net income to $16 million for the quarter ended March 31. Shares of Ashland which slumped 18% in 2025, have gained 9.7% this year amid takeover chatter, giving the company a market value of $2.95 billion. Responding to Ancora in a statement last week, Ashland said its board and management team welcome diverse perspectives and constructive input from shareholders. The company also said it evaluates strategy on an ongoing basis. Rosenbloom and Rose said they believe that there is genuine interest in Ashland from both strategic and financial parties, particularly as an industrial investor that has a history of converting minority stakes into full acquisitions holds Ashland shares. They said that means “The buyer universe is real and the window is now.” Cruiser Capital is pushing Ashland’s board to retain independent financial advisers and start a review of strategic alternatives. It’s also asking the board to run a competitive process that involves strategic buyers and private equity firms and to not engage in preemptive or detrimental mergers or acquisitions. Cruiser Capital said it will start a proxy challenge by nominating a slate of dissident director candidates if the board isn’t engaged in a credible sale process by Sept. 15. Stamford, Connecticut-based Cruiser Capital previously waged a campaign against Ashland, sending a letter in 2018 saying the company was undervalued and nominating four directors. Ashland reached a settlement with Cruiser Capital in 2019 that added a director recommended by Cruiser Capital to its board.

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6/18/2026

‘Shut It Down’: Irenic Capital Management Wants Snap to Kill Its New $2,195 Product, but the CEO Isn’t Backing Down

Inc.com (06/18/26) Fearn, Georgia

Snap co-founder and CEO Evan Spiegel has spent more than a decade trying to build a new type of computer—one that people will wear on their faces. His $2,195 answer debuted Tuesday. However, the project immediately ran into two objections that could sink it: The glasses are expensive, and they are hard to ignore. The black “Specs” weigh between 132 and 136 grams and feature thick frames large enough to contain two processors, displays, cameras, and a battery. Specs are Spiegel’s attempt to build a second act beyond Snapchat’s advertising business. However, investor Irenic Capital Management, a shareholder in the company, is already demanding that Snap secure outside financing for the unit or shut it down. In March, the firm noted that the company has spent more than $3.5 billion on Specs and continues to burn about $500 million annually. Now the product meant to vindicate that spending risks being too costly—and too conspicuous—to attract the customers the business needs. Yet, Spiegel has cast such objections as short-term thinking. “While investors may want more short-term profitability, our job at Snap is to drive long-term profitability and the long-term success of the company,” he told Reuters following the launch. Snap told Inc. that it does not need to raise outside capital for Specs at this stage because the launch and investment roadmap are already incorporated into its broader financial planning. Yet, nevertheless, the company said it remains open to funding structures or partnerships that could accelerate growth or expand the Specs ecosystem. That position puts Snap directly at odds with Irenic, which has argued that the company should stop using its own balance sheet to finance the project. The glasses are arguably much more high-tech than many other options currently on the market. Specs can project full-color digital objects across a wearer’s view, operate without a phone or external computer, and provide a 51-degree field of view. Snap is positioning them between lightweight AI glasses and Apple's $3,499 Vision Pro. However, at 132 to 136 grams, Specs weigh roughly twice as much as Meta’s Ray-Ban Display glasses and offer up to four hours of mixed-use battery life. Avi Greengart, president and lead analyst at the research firm Techsponential, told Inc. that $2,200 is not a mainstream price for smart glasses that don’t connect consumers to an existing technology ecosystem. But he added the price is reasonable for developers and early adopters buying what is effectively a computer for the face. “Honestly, the bigger issue may not be price, but the way Specs look and feel,” Greengart said. Snap’s fashion-focused advertising campaign may help, he added, “but only to a point.” Snap says it does not expect Specs to immediately become a mainstream product. The company told Inc. that its initial rollout will target technology enthusiasts, creators, studios, and developers, before moving toward broader adoption as the hardware, software, and ecosystem mature. That strategy creates what Greengart calls the “chicken and egg problem” facing every new software platform. Developers must create compelling experiences before consumers have a reason to buy the hardware. But it’s difficult to find a reason to invest in a platform that doesn't currently have widespread consumer demand. “Even Apple has had trouble getting apps for Apple Vision Pro,” Greengart said. Snap will therefore need to build core applications itself and pay for them—or encourage important third-party developers to establish a baseline experience, he added. Snap has misread demand for eyewear before. In 2017, the company recorded $39.9 million in charges tied to unsold inventory and canceled purchase commitments for the original Spectacles. Those camera glasses cost $129.99. The new Specs are far more advanced; they're also almost 17 times as expensive.

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6/18/2026

Oasis Capital Management Weighs Proxy Fight at Vail Resorts

Semafor (06/18/26) Goswami, Rohan

Oasis Capital Management is considering mounting a proxy fight at Vail Resorts (NYSE: MTN) that would seek to shake up the company’s board and explore selling off Vail’s mountains, according to people familiar with the matter. Among the likely buyers of Vail’s mountains would be Park City resident and billionaire Cloudflare (NYSE: NET) CEO Matthew Prince, the people said. Prince, whose said he wanted to purchase Park City Mountain Resort from Vail, has vocally disagreed with Vail CEO Rob Katz over the company’s relationships with local unions and Park City itself. “It’s inevitable that Vail management who have proven to be such incompetent capital allocators will change,” Prince said on X Thursday, in response to a Semafor report that Vail had tapped defense advisers on a general basis. In June, Prince told a local Colorado paper that he was willing to invest $500 million in the resort, and said he has fielded calls from unnamed investors about Vail Resorts. His argument: Separate the mountains from the rest of the business. Oasis’ decision on whether to mount a proxy fight could change once it begins to engage more thoroughly with the company. Oasis and Prince couldn’t immediately be reached for comment. Vail did not return requests for comment. Oasis and Vail have had some conversations, one of the people said, but it was not clear if the possibility of a proxy fight had been raised in those conversations. “I think it’s great to see the passion and enthusiasm that he has for us and for Park City,” Katz said on Semafor’s Compound Interest in May of Prince’s interest. “We have a lot of very wealthy guests and community members in a lot of our communities and they have strong feelings and they have views. And I think all of those are important for us to take in. I don’t think we’re going to run down and follow anyone’s individual perspective.” Oasis, one of the most high-profile activist investors in Asia, has steadily amassed a sizable position in Vail, proxy records show.

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6/17/2026

Japan’s LDP Mulls Transparency Rules for Shareholder Activists

Bloomberg (06/17/26) Terukina, Akemi; Sano, Hideyuki; Tamura, Yasutaka

Japan’s Liberal Democratic Party is considering measures to make the behavior of activist investors more transparent and to help companies deal with the challenges they create, a lawmaker of the ruling party said in an interview. Fumiaki Kobayashi, a House of Representatives member who heads a project team on the issue, said the group aims to compile an interim proposal as early as July. The goal is to align Japanese company laws with global standards rather than “making Japan less welcoming to investments,” Kobayashi said. Shareholder activism has taken off in Japan amid a push by the Tokyo Stock Exchange for corporate governance reforms and a government drive to align company management and shareholder interests. Japan is now the world’s second-biggest market for public activist campaigns after the United States. Yet this has not been without pushback against what some companies see as opaque practices by some activists. The project team will discuss so-called “wolf pack” tactics, a strategy where investors act in concert while keeping their individual ownership stakes below disclosure thresholds, allowing them to build significant positions before their holdings are made public. This reflects a key concern that activists may be acting in cohort with private equity firms involved in management buyouts of companies that are being engaged by activists. The fear is that these funds may be pursuing their own interests rather than those of shareholders. “We want to actively welcome growth investment, and we want companies to pursue growth investment aggressively,” he said. “This is about creating the environment to make that possible.” The LDP panel will also consider measures to strengthen management capabilities as many companies are not in a position to adequately explain their medium- to long-term strategies when activists approach them with proposals, Kobayashi said. As one option, the team may ask the Ministry of Economy, Trade and Industry to create a checklist template that companies should use to proactively assess their own preparedness, he added. The project team will also discuss proposed revisions to the Companies Act currently under consideration in a separate government panel. Issues include tightening the requirements for exercising shareholder proposal rights and curbing shareholder proposals, Kobayashi said.

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6/17/2026

New Ferretti Head Rejects Claims of Breach of Italy Golden Power Rules

Reuters (06/17/26) Pollina, Elvira

The new head of Italian yacht-maker Ferretti (BIT: YACHT) on Wednesday rejected arguments from the company’s second-largest investor over an alleged breach of golden power rules designed to shield strategic assets following a shareholder vote last month that appointed a new board. Czech investor KKCG Maritime urged the Italian government to act in the wake of a feud that saw Ferretti shareholders side with China's Weichai Group (SZ: 000338) to end Alberto Galassi's 12-year tenure as CEO, replacing him with Stassi Anastassov. "The problem is not a fact-based problem. Nothing has really changed. I am as independent as the previous CEO was," said Anastassov, a former Procter & Gamble (NYSE: PG) executive, during a press briefing in Milan. KKCG Maritime raised its stake in Ferretti to about 23%, aiming to confirm Galassi and reshape a board dominated by representatives of Weichai. The Chinese group has a 39.5% stake. Italy is investigating whether China-led investors breached golden power rules in place to protect strategic assets by not revealing their full shareholding to Italian authorities, three government officials have told Reuters. Anastassov said the company was not informed of any probe. "I am totally happy if there is an investigation because there is nothing and we would support any fact finding," he said. Anastassov also pointed out that the company has decided to shut down its small defense business in 2024 on the basis of a unanimous decision of the previous board. KKCG has said this division brought Ferretti within the scope of Italy's golden power rules. "We are not actively selling anything sensitive today," said the executive, adding that the company only has some maintenance contracts for patrol vessels it had delivered in the past remaining in place. "There is no order intake," he said.

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