Corporate Governance Issues in Kobe Steel: An Analysis

This article analyzes the corporate governance issues in Kobe Steel, a Japanese steel maker, which has been involved in a data falsification scandal. The article highlights the importance of corporate governance practices and the impact of such scandals on the society. The article discusses the issues raised in the scandal, including the decline of corporate governance practices in Japan, the focus on profitability, and the misalignment between the interests of managers and stakeholders. The article also suggests solutions to address these issues and emphasizes the importance of shareholder pressure and independent directors in corporate governance. The article concludes by highlighting the impact of such scandals on the society and the need for socially and environmentally responsible business organizations.

Running Head: CORPORATE GOVERNANCE 1
Corporate Governance

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Outline and Summary of the Article
The corporate governance is the process, which aims to allocate the corporate resources in a
proper manner so that the company can maximize the value for all the stakeholders of the
company. It is a formal process, which determines the business policies and the growth strategy
of the organization. The corporate governance controls the business corporation and assists the
manner in which the business organizations operate their business. In this regard, the corporate
scandal of Kobe Steel has been evaluated. The CEO (Chief Executive Officer) of Japan’s Kobe
Steel will have to resign from his post after the scandal of the data falsification. The CEO
announced that he has to step down from his position as the organization released a report about
the malpractices in the corporate governance. This report highlights that the company has
manipulated or changed the data regarding the quality of a few of the products before they were
shipped to the international and domestic markets. The report also confirms that the Steel
manufacturing organization has several underlying issues regarding the corporate culture and
compliance of the organization. The report highlights that the organization has about 688 cases
of corporate misconduct in the past few years.
The report indicates that the organization has a management style, which emphasize on the
corporate profitability; therefore, it has issues with its corporate governance capabilities. There
were two high management executives, who were aware of the data falsifying acts of the
organization; however, they did not take any action to stop the act. These executives have been
fired from the organization. Kobe Steel is the third largest steel maker in Japan and supplies steel
for the manufacturing of the cars, planes and other transportation and industrial products in the
world. Several automobile companies such as General Motors, Boeing and Toyota have made
long-term contracts with these companies. However, currently these companies are conducting
investigation, whether they are using sub-standard products (BBC, 2018). In this regard, in the
present report, the corporate governance issues in the management of Kobe Steel have been
examined. There were issues in the organization culture and the management style, which
resulted in the corporate scandals in the organization. In the end, a conclusion is provided in
which personal views regarding the scandal, its development and recommendations to curb the
issue has been provided.
Corporate Governance Issues Raised
The revelation of the corporate practices in Kobe states that there is decline of the corporate
governance practices in Japan, which was once famous for their manufacturing quality and high
standards. Due to the corporate scandal, the company has fired a large number of senior
executives, along with the CEO. The decision came in light of the fake reports created by the
senior employees of the organization. These report contained falsified information, which stated
that several products manufactured of copper, aluminum and steel products met the requirements
of the customers, whereas, in fact, they did not comply by the standards. The products of the
company are supplied to about 700 companies all across the globe, and have several world-class

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customers, including Toyota and Boeing. These customers are concerned about the quality of
their product as they have purchased the raw steel and other metals from the company. The
report highlights that the practice of falsifying the data dates back to 1970s. The report of the
scandal has also plunged the share prices of the company (Shane, 2018).
The report shows that every other product from the bullet trains to cars and airlines can be
affected room the corporate scandal. The current scandal will create a lasting impact on the
reputation of the Japan for high manufacturing quality products. This incidence shows that Kobe
Steel along with other corporates need better governance. It is important that the companies work
harder to attain these problems instead of apologizing when the issue gets bigger. However, this
incidence shows that the companies have to work on their corporate governance practice. The
investors and independent directors are the important people, who force the managers to shape
the corporate governance practices (Baker & Anderson, 2010).
The current newspaper article highlights several different issues in the corporate practices and
the organization culture of the organization. The company has a history of falsifying the data and
the corporate report dated back to 1970s. It shows that the organization did not have the proper
amount of transparency and authenticity. Another issue highlighted in the corporate scandal is
the focus towards profitability. The business executives and the top leaders of the organization
emphasize the profit making and net revenue of the organization. The current situation can be
examined with the help of agency theory. This theory states that the individual actors of the
organization are focused on self-interest and utility maximization. They perform actions, which
are beneficial and profitable for them (Gomez & Korine, 2008).
The agency theory focuses on the issue that there is difference between the directors and the
shareholders of the organizations. Therefore, there are chances that the directors do not act in the
best interest of the organization and other shareholders. The agency theory highlights this
problem and suggests different solutions to address the problem. The agency theory is developed
to understand the relationship between the agents and the principals. An agent is a personnel,
who represents the organization in the best interest and do not regard the self-interest of the
organization. However, the monetary gains create a conflict between the interest of the agents
and the stakeholders of the organization (Bournois, Roussillon & Scaringella, 2010). Several
times, some agents may not work in the best interest of the organization.
This gap in the interest of the agent and the stakeholders can create miscommunication, and
disagreement with the organization. The miscommunication can result in various issues in the
operations of the organization. This issue is also defined as principal-agent problem in which the
interest of the principal and the agent are not inclined. The business organizations can reduce
these issues, with the help of corporate policies. The agency problems can encourage the normal
people to conduct moral hazards (Wright, Siegel, Keasey & Filatochev, 2013). The business
organizations can use the method of incentives to redirect the behavior of the agents with the
interest of the principal. Appropriate strategies in the corporate governance can be used to

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change the organization’s policies and restore the interest of the principal in the acts of the agent.
The principal should employ agent so that they can represent the interest of the principal;
however, they should try to fill the gap regarding the lack of information. The agent should be
provided with attractive incentives so that they can work along with the interest of the principal.
The agency theory is used in designing the incentives and motivates them to act in the interest of
the principal. The company should also make provision so that wrong behavior is rejected and
the business rules are discouraged. The major insight of agency theory is that it is important to
maintain division of labor among the shareholders, and managers. The managers have the
benefits of information as they are regularly updated with the operations of the organization
(Solomon, 2007). The agency can use this information to enhance the reputation of the
organization. This theory clearly shows that there is misalignment between the needs of
managers and the stakeholders.
The managers of Kobe ignored the misrepresentation of the information as they were concerned
about their job tenure. They also manipulated the information as they were concerned about the
profitability of the organization. It can be critiqued that there were issues related to misalignment
between the interests of both the parties (Sison, 2010). The company should take some strong
initiatives so that the corporate agents cannot breach the interest of the organization.
It can be perceived from the above analysis that in the absence of shareholder pressure, the
business managers avoid taking big decisions and try to maintain stable business empires. It can
be stated that when the competition in an industry is less, the managers can normally rule their
empires instead of pushing for profitability (Obayashi, 2018). The lack of competition can be a
result of various factors such as government regulations, network effect or brand loyalty.
The corporate governance structure in Japan is also unique, with a large number of firms
involved in cross-shareholding in which the corporation holds the stock of each other companies.
It creates an unofficial deal with the organization that they will work in each other’s combined
interest. Moreover, Japanese companies also do not have a large number of independent directors
on their board (Obayashi, 2018). Most of the decisions are taken by the business managers. It
creates the monopoly of the business managers.
These Japanese companies are engaged in cross-shareholding and more focused on curbing the
competition. As a result, they spend less in investment in the Research and development
activities of the organization. These companies also spend less in the corporate restructuring.
Here, it can be stated that the capital expenditure and research represent the motive of growth
and expansion, whereas the restructuring efforts shows the effort towards attaining efficiency.
If the business managers do not face the shareholder’s pressure, they do not pressurize
themselves for growth or efficiency. Therefore, it is important that independent directors are
present in the corporate board of the organization. The corporate governance guidelines should
also have a stewardship code so that the investors can be guided to perform better. The

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companies should also try to expand their market, offer buyouts and early retirement to the
senior managers, so that the young business leaders can manage the organization (Murai, 2018).
The companies should also take effort to bring the industry experts and academy experts so that
proper ethical practices are followed in the organization.
Why are these issues of importance to business and the general public?
The issues highlighted in the report states that there are deep rooted concerns in the business
ethics sand the corporate culture of the organization. The company promotes a culture of
profitability and manipulation of the corporate data. They have sold steel and other metals at a
low quality to the company’s customers. Subsequently, it can compromise the safety and security
of the organization. Along with it, the company has also hurt the sentiments of customers,
suppliers, shareholders and other stakeholders of the organization. The Kobe steel scandal is
impacting the global plane, train and auto industry. The present scandal will create significant
problems in the vehicle inspection of the major automobile manufacturers of the world. In the
past, the Japanese firms were famous for their precision manufacturing and adherence to quality.
However, in the past few years, several instances of the corporate scandals have emerged, which
is a cause of worry for the government officials and the public (Negishi, 2018).
It has shaken the trusty of the public and the credibility of the Japan’s manufacturing industry,
which was once popular for the high quality and the safety standards of the organization. The
evaluation of the report states that the senior managers had poor insight over the operations of
the organization. The current corporate scandals are starkly in contrast with the image of the
country for qualitative products, which has been the primary result for driving the organization’s
success. The corporate scandal has been the result of the lack of loyalty from the managers, who
want to ride faster in corporate ladder of the business organizations. The long-term employees of
the organization are rewarded with high pay and taxation benefits. Therefore, they are reluctant
to blow whistle as they fear that they might lose their job. It can be perceived that the same
situation occur at Kobe Steel, in which the employees fabricate the data regarding the strength
and durability of its products.
Furthermore, it can be analyzed that in the competition in the domestic market of Japan is
intense. Therefore, a large number of companies have become ready to make compromises with
the quality and pricing standards to increase their profits. The Japanese companies are facing
aggressive competition from China, South Korea and Taiwan. These countries have become new
leaders in exporting high-end technology products including electronics and automobiles.
The current issues in the organization behavior of Kobe Steel highlights that it is top
management of the multinational companies should understand that it is necessary to adopt a
shareholder friendly behavior. Further, the corporate governance issue also highlights that the
measures lay down by Kobe such as independent board members and design of a specific

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development and nomination committee were not sufficient to address the corporate governance
concerns of the government.
Conclusion
It can be concluded from the above discussion that the corporate governance practices are
important in establishing socially and environmentally responsible business organizations. The
issue of Kobe Steel highlights that the corporate governance issue can have a severe and
globalized impact on the society. The steel and other metals supplied by the company are used
by various large automobile and heavy industry companies. Therefore, it is effective to design
and establish corporate governance policies, which can create a positive organization behavior
and transparent culture in the organization. Kobe Steel stated that the excessive obsession for
profitability resulted in such an operations in the business organization. The senior managers of
the organization were aware of the unethical practices of the organization; however, they were
concerned about their employment; therefore, they did not raise a question. The current issues
can be explained by the agency theory. The organization has to face the corporate governance
challenges, as there was misalignment between the needs of managers and the directors. The
organization failed to implement appropriate incentives, which can align the interest of both
parties. Although the company had an independent board of directors, they were unable to
correct the behavior of the organization until its tool late. Kobe Steel conducted
misrepresentation of data, and misguided the customers regarding the quality of the metal. The
corporate governance issues highlighted in the newspaper article are of importance for the
general public as they will be directly influenced by the metal items. It also breached the trust of
the public, which will be difficult to regain back. The analysis highlights that the uncontrollable
pursuit of profitability has been the result of the intensive competition in the market. Recently, a
large number of companies have emerged from the neighboring countries of China, Taiwan and
South Korea, which has reduced the monopoly and the market share of the Japanese companies.

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Appendix

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