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Japan eyes 'golden share' as condition for aid to Rapidus
Japan eyes 'golden share' as condition for aid to Rapidus

Japan Times

time04-07-2025

  • Business
  • Japan Times

Japan eyes 'golden share' as condition for aid to Rapidus

The industry ministry on Friday announced a plan for the government to hold a veto-wielding "golden share" in exchange for financial aid to companies such as Rapidus, which aims to realize domestic production of next-generation semiconductors. Golden shares in the companies will be held by the Information-Technology Promotion Agency, an independent administrative agency under the industry ministry. Parameters of the golden shares will be drawn up by companies and then screened by the ministry. Companies capable of producing semiconductors with a circuit line width of up to 2 nanometers in the country by the late 2020s will be eligible for government aid. In addition to granting the government a golden share and some voting rights, companies that receive government aid will also be required to raise funds from the private sector as much as possible. The government has already decided to provide more than ¥1.7 trillion to Rapidus. It plans to sell Rapidus shares received in exchange for the aid at an appropriate time, based on the company's stock price and management situation. It will also provide debt guarantees, which will be only partial to prevent the company from becoming too dependent on government support. The ministry will begin accepting applications for some ¥100 billion in aid around this summer or autumn.

US Steel buyout gives Trump a new power: What about future presidents?
US Steel buyout gives Trump a new power: What about future presidents?

Yahoo

time01-07-2025

  • Business
  • Yahoo

US Steel buyout gives Trump a new power: What about future presidents?

President Donald Trump will control the so-called 'golden share' that's part of the national security agreement under which he allowed Japan-based Nippon Steel to buy out American steelmaker US Steel. That's according to disclosures filed with the US Securities and Exchange Commission. The provision gives the president the power to appoint a board member and have a say in company decisions that affect domestic steel production and competition with overseas producers. Under the provision, Trump — or someone he designates — controls that decision-making power while he is president. However, control over those powers reverts to the Treasury Department and the Commerce Department when anyone else is president, according to the filings. The White House responded in a statement that the share is 'not granted to Trump specifically, but to whoever the president is". Officials were asked why Trump will directly control the decision-making and why it goes to the Treasury and Commerce departments under future presidents. Still, the wording of the provision is specific to Trump. It lists what decisions cannot be made without 'the written consent of Donald J. Trump or President Trump's Designee' at 'any time when Donald J. Trump is serving as President of the United States of America' or 'at any other time, the written consent of the CMAs', a contractual term for the Treasury and Commerce departments. Nippon Steel's nearly $15 billion buyout of Pittsburgh-based US Steel became final last week, making US Steel a wholly-owned subsidiary. Trump has sought to characterise the acquisition as a "partnership" between the two companies after he at first vowed to block the deal — as former President Joe Biden did on his way out of the White House — before changing his mind after he became president. Related Nippon Steel finalises US Steel takeover after state opposition President Trump orders review into Nippon Steel's bid for US Steel The national security agreement became effective 13 June and is between Nippon Steel, as well as its American subsidiary, and the federal government, represented by the departments of Commerce and Treasury, according to the disclosures. The complete national security agreement hasn't been published publicly, although aspects of it have been outlined in statements and securities filings made by the companies, US Steel said Wednesday. The pursuit by Nippon Steel dragged on for a year and a half, weighed down by national security concerns, opposition by the United Steelworkers, and presidential politics in the premier battleground state of Pennsylvania, where US Steel is headquartered. The combined company will become the world's fourth-largest steelmaker in an industry dominated by Chinese companies, and bring what analysts say is Nippon Steel's top-notch technology to US Steel's antiquated steelmaking processes. That's on top of a commitment to invest $11bn to upgrade US Steel facilities. The potential that the deal could be permanently blocked forced Nippon Steel to sweeten the deal. That included upping its capital commitments in US Steel facilities and adding the golden share provision, giving Trump a veto power on specific matters and the right to appoint an independent director. Those matters include reductions in Nippon Steel's capital commitments in the national security agreement; changing US Steel's name and headquarters; closing or idling US Steel's plants; transferring production or jobs outside of the US; buying competing businesses in the US; and certain decisions on trade, labour and sourcing outside the US. Melden Sie sich an, um Ihr Portfolio aufzurufen.

US Steel buyout gives Trump a new power: What about future presidents?
US Steel buyout gives Trump a new power: What about future presidents?

Yahoo

time29-06-2025

  • Business
  • Yahoo

US Steel buyout gives Trump a new power: What about future presidents?

President Donald Trump will control the so-called 'golden share' that's part of the national security agreement under which he allowed Japan-based Nippon Steel to buy out American steelmaker US Steel. That's according to disclosures filed with the US Securities and Exchange Commission. The provision gives the president the power to appoint a board member and have a say in company decisions that affect domestic steel production and competition with overseas producers. Under the provision, Trump — or someone he designates — controls that decision-making power while he is president. However, control over those powers reverts to the Treasury Department and the Commerce Department when anyone else is president, according to the filings. The White House responded in a statement that the share is 'not granted to Trump specifically, but to whoever the president is". Officials were asked why Trump will directly control the decision-making and why it goes to the Treasury and Commerce departments under future presidents. Still, the wording of the provision is specific to Trump. It lists what decisions cannot be made without 'the written consent of Donald J. Trump or President Trump's Designee' at 'any time when Donald J. Trump is serving as President of the United States of America' or 'at any other time, the written consent of the CMAs', a contractual term for the Treasury and Commerce departments. Nippon Steel's nearly $15 billion buyout of Pittsburgh-based US Steel became final last week, making US Steel a wholly-owned subsidiary. Trump has sought to characterise the acquisition as a "partnership" between the two companies after he at first vowed to block the deal — as former President Joe Biden did on his way out of the White House — before changing his mind after he became president. Related Nippon Steel finalises US Steel takeover after state opposition President Trump orders review into Nippon Steel's bid for US Steel The national security agreement became effective 13 June and is between Nippon Steel, as well as its American subsidiary, and the federal government, represented by the departments of Commerce and Treasury, according to the disclosures. The complete national security agreement hasn't been published publicly, although aspects of it have been outlined in statements and securities filings made by the companies, US Steel said Wednesday. The pursuit by Nippon Steel dragged on for a year and a half, weighed down by national security concerns, opposition by the United Steelworkers, and presidential politics in the premier battleground state of Pennsylvania, where US Steel is headquartered. The combined company will become the world's fourth-largest steelmaker in an industry dominated by Chinese companies, and bring what analysts say is Nippon Steel's top-notch technology to US Steel's antiquated steelmaking processes. That's on top of a commitment to invest $11bn to upgrade US Steel facilities. The potential that the deal could be permanently blocked forced Nippon Steel to sweeten the deal. That included upping its capital commitments in US Steel facilities and adding the golden share provision, giving Trump a veto power on specific matters and the right to appoint an independent director. Those matters include reductions in Nippon Steel's capital commitments in the national security agreement; changing US Steel's name and headquarters; closing or idling US Steel's plants; transferring production or jobs outside of the US; buying competing businesses in the US; and certain decisions on trade, labour and sourcing outside the US.

Trump himself will wield U.S. Steel ‘golden share' superpowers
Trump himself will wield U.S. Steel ‘golden share' superpowers

Japan Times

time27-06-2025

  • Business
  • Japan Times

Trump himself will wield U.S. Steel ‘golden share' superpowers

U.S. President Donald Trump will personally exercise a degree of control over United States Steel, now 100% owned by Japan's Nippon Steel. In a June 18 filing to the U.S. Securities and Exchange Commission, the American steelmaker disclosed that Trump is empowered with special "golden share" authorities while he is in office, or he can grant those rights to another person. After he leaves office, those powers will devolve to two executive branch departments — the Department of Commerce and the Department of the Treasury — giving future U.S. presidents the same degree of control over the company but indirectly exercised. The golden share allows the holder to overrule certain corporate decisions that could significantly change U.S. Steel and its business, and make certain appointments, although the full terms of the golden share have not been made public. Nippon Steel finalized the acquisition of U.S. Steel last week , following an 18-month battle that involved two national security reviews, an outright rejection by one U.S. president and a subsequent order to reverse that decision made by another president. In exchange for Trump's blessing, the companies signed a national security agreement with the U.S. government, under which a golden share is issued. 'Pursuant to the NSA, and through its ownership of the golden share, the U.S. government will have certain rights with respect to non-ordinary course matters with respect to U. S. Steel, including relating to governance, domestic production and trade matters,' the disclosures read, referring to the National Security Agency. Without the president or his designee's written consent, the following is prohibited: changing U.S. Steel's company name; moving the company headquarters from Pittsburgh or changing the company's domicile to a jurisdiction outside of the U.S.; reducing, waiving or delaying capital investment outlined in the agreement; or idling U.S. Steel plants, barring certain conditions. While certain exceptions apply, U.S. Steel is also prohibited from: acquiring U.S. businesses that compete with it or its suppliers, accepting direct financial assistance from the Japanese government, and making changes to existing raw material and steel sourcing strategies. A pricing mechanism is outlined in the SEC disclosure that prevents the company from selling its output below certain benchmarks. The golden share, which is nontransferable and does not come with dividends, grants the president the right to appoint and remove one independent U.S. Steel director, according to explanatory material published by Nippon Steel last week. Nippon Steel maintains that while the restrictions may look harsh on paper, they do not affect the parent company's ability to exercise control over U.S. Steel. 'We have secured the necessary management flexibility and profitability essential for business investment, and we recognize this agreement as fully satisfactory for our company,' Nippon Steel Chairman and CEO Eiji Hashimoto said at a news conference last week. Some Nippon Steel shareholders have expressed misgivings. At the company's annual shareholders meeting on Tuesday, four out of nine questions raised were about U.S. Steel, according to the company. A total of 1,257 shareholders attended the meeting, almost double the previous year. Shareholders voiced concerns about how the company plans to fund its pledged investment in U.S. Steel and its ability to operate free of political interference, the Nikkei reported on Tuesday. Nippon Steel shares are down 13.9% year to date and 20.0% over the past year while the Nikkei 225 has traded about flat over those time periods.

With his ‘golden share' in U.S. Steel, Trump turns to a mechanism more common elsewhere in the world
With his ‘golden share' in U.S. Steel, Trump turns to a mechanism more common elsewhere in the world

Yahoo

time20-06-2025

  • Business
  • Yahoo

With his ‘golden share' in U.S. Steel, Trump turns to a mechanism more common elsewhere in the world

U.S. President Donald Trump turned to a little-used mechanism—the 'golden share'—to ensure that a Japanese-owned U.S. Steel doesn't become a threat to national security. Nippon Steel, the U.S. steelmaker's soon-to-be owner, is granting Washington special authority over the company's operations, though the extent of those powers remains unknown. Yet while the practice is almost unheard of in the U.S., the 'golden share' has popped up in other economies as a way to ensure government oversight—or control—over a company's operations. On June 13, Trump issued an executive order clearing Nippon Steel's takeover of U.S. Steel, which had remained in limbo since the deal was first announced in 2023. Both the preceding Biden administration and the Trump administration had expressed concerns about foreign investment and ownership of a key U.S. industry. To mitigate these worries, the order announces that both Nippon Steel and U.S. Steel have agreed to enter into a National Security Agreement that gives the U.S. government a perpetual 'golden share' in the newly acquired company. In a late May interview with CNBC, U.S. Senator Dave McCormick (R-Penn.) said a Nippon Steel-owned U.S. Steel would have a 'U.S. CEO [and] a U.S. majority board,' and that the government would have to approve major structural changes to the company, such as to production levels or factory locations. Nippon Steel on Wednesday confirmed that it had granted the U.S. a 'golden share,' and said it also granted Washington the power to block production and jobs being transferred outside the U.S. The full terms of the National Security Agreement have not been released to the public. A golden share doesn't quite amount to 'total control,' as Trump advertised to reporters last week. But it does give the holder—whether a government or some other entity—the ability to outweigh all other shareholders in certain circumstances. McCormick, in his May interview, noted that the Nippon Steel control structure would be 'somewhat unique.' The U.S. government has not, historically, taken up ownership interest in private companies outside of moments of financial crisis. Even then, the arrangements have been temporary, such as in 2008, when Washington took a controlling share in major auto companies as part of its emergency bailouts. Yet the practice is more common outside the U.S. The term 'golden share' first appeared in the 1980s, when the Thatcher administration began a campaign to privatize many of its state-owned enterprises. The share was meant to be a compromise solution, allowing the U.K. government a continued say in how these newly privatized companies were to be run. As the privatization bug spread to mainland Europe, many European governments also took special governance rights to retain state influence in previously nationalized companies. But the European Court of Justice struck down several of these arrangements in the early 2000s, ruling that golden shares constituted unjustified 'restrictions on the free movement of capital,' contravening the Maastricht Treaty, the European Union's founding document. In 2003, the UK was ordered to give up its golden share in the British Airports Authority. Spain relinquished its governance rights over an array of businesses in telecoms, banking, and tobacco. And in 2007, Germany sold its golden share in Volkswagen. Still, the UK has retained golden shares in its defense sector, namely in Rolls-Royce, BAE Systems, and two Babcock dockyards. And Westminster may be considering the practice once again, recently acquiring a golden share in Royal Mail as a condition of its sale to the Czech EP Group finalized this April. China embraced something similar to the 'golden share' in the early 2010s to exert some state oversight over the country's budding tech sector. So-called special management shares granted state-backed entities authority over key decisions without requiring full state ownership (as is common in several other sectors of the Chinese economy, such as media). The Chinese government has taken small stakes in companies like Sina Weibo, which offers an X-like microblogging service, and Kuaishou, a livestreaming platform. It's also reportedly taken small stakes of units in Chinese tech giants like e-commerce giant Alibaba, gaming publisher Tencent, and TikTok parent ByteDance. Russia has also welcomed the golden share, which again arose during a domestic privatization drive. In 2019, Yandex, the most popular search engine in Russia, granted its golden share to a 'Public Interest Foundation,' which outside observers view as a proxy for government oversight. The Foundation has the authority to temporarily replace Yandex's management. In his late May interview, McCormick suggested that the Nippon Steel arrangement could 'be a model for transactions that really affect our national security.' Industrial policy is quickly becoming a bipartisan issue in the U.S., with both Democrats and Republicans supporting measures to protect U.S. manufacturing (even if they differ on the best policies to achieve that). Both sides of the political divide criticized Nippon Steel's original bid for U.S. Steel as a threat to national security. Other economists have suggested golden shares could be a way to maintain oversight of sectors that pose a systemic risk to the U.S. economy. In 2023, amid concerns that troubles at Silicon Valley Bank could spiral into a broader financial crisis, Saule Omarova, a onetime Biden nominee for a senior Treasury position, suggested that the U.S. government consider a golden share in systemically important banks. 'It would be structured to serve a single purpose: to give the American public a seat at the table where banks make decisions on how to manage—or perhaps not manage—the risks we ultimately may have to bear,' she suggested in an opinion piece for the New York Times. U.S. Steel's new owner isn't too worried about how Washington's special powers will affect the business. 'We retain sufficient managerial freedom,' Nippon Steel Eiji Hashimoto said to reporters on Thursday, and added that the 'golden share' was his company's idea. 'We won't be constrained in pursuing anything we do.' Nippon Steel shares are down about 8% for the week so far. 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