30% Club Japan Investor Group: Statement of Intent
May 2019

As asset owners and asset managers we are fiduciaries responsible for the stewardship of our clients’investments. Increasingly, expectations for the responsible exercise of our ownership rights have continued
to rise as exemplified in Japan’s Stewardship Code. Part of this responsibility includes the assessment of theboards and senior management teams of investee companies.
Boards that genuinely embrace cognitive diversity, as manifested through appropriate gender
representation and a broad spectrum of skills and experience, are more likely to achieve better outcomesfor investors. There is increasing research to support gender-diverse representation at both the board andexecutive management levels. Additionally, gender diversity in the board is among the preconditions
listed in Japan’s Corporate Governance Code to ensure board effectiveness.
In connection with the establishment of the 30% Club Japan, the 30% Club Japan Investor Group iscomprised of asset owners and asset managers with the aim to educate and collaborate with boards about
effective pathways to increasing gender diversity and gender equality at all levels of the organization.
The purpose of the Statement of Intent is to demonstrate the strong commitment that members have indelivering outcomes on gender diversity that are sustainable over the longer-term.
TargetAs members of the 30% Club Japan Investor Group, we are committed to achieving a minimum of 10%
female representation on TOPIX 100 boards around 2020 and 30% female representation on TOPIX 100
boards around 2030. The Investor Group may establish additional targets which are generally aligned withoverall objectives of the 30% Club Japan. We aim to enhance transparency and communication withinvestors on the board’s position on gender diversity and report on progress against established goals.
Disclosure expectations for investee companies
As part of our overall stewardship responsibilities on behalf of our members and clients, we will engage
with investee companies on corporate governance issues, including the process the board uses to identify
suitable candidates for the board and at senior management level.

To provide investors with a comprehensive understanding of an investee company’s diversity policies, weare calling on companies to monitor and disclose the level of gender diversity not only on their boards but
at all levels of management.

We believe this increased transparency and accountability will help createa stronger pipeline of qualified female board candidates.
Engagement with investee companies
As long-term investors we are committed to gender diversity as a stewardship priority in ourengagements with investee companies. We will constructively engage with boards of directors andsenior management to promote change and monitor progress on this core stewardship issue. In
addition to providing a foundation for engagement with investee companies, the Investor Group mayengage in conversations between wider stakeholder groups.
Duties as Owner or Fiduciary
There are a range of tools available to each investor to advance towards the diversity-related targets.
Some members may choose to vote against the (re)election of directors of the board and/or theappointment of statutory auditors. In particularly some members may exercise their voting rights where
there continue to be no evidence of board diversity, and engagement with the board has not led to any
satisfactory outcome.
Reporting
We are committed to reporting on a regular basis. We will report on our engagement and voting activity
as well as provide examples of companies that champion the adoption of best practices. Ultimately, wewill report on our progress measured against our established targets.
Compliance with Laws etc.
The Investment Group is committed to adhering strictly to any confidentiality obligations as well as to the letterand spirit of relevant antitrust laws.

Under no circumstances shall the Investor Group be used as a means forcompeting companies to reach any understanding, expressed or implied, which tends to restrict competition, orin any way, to impair the ability of members to exercise independent business judgment regarding mattersaffecting competition. While engaging in these activities, members of the Investor Group should avoid sharing
any confidential information about investees with competitors, or share information about how voting rights areexercised to the extent that this is subject to a confidentiality obligation or matters involving any element ofcompetition and shall be expected to take any action, in its sole discretion, in accordance with its own policies
and procedures, including those relating to confidentiality obligations and antitrust laws.
Public institutions are to engage the activities within the restrictions on laws and regulations.