, in association with Alliance Advisors, has published its Shareholder Activism in Asia 2025 report, which explores the evolving landscape of shareholder activism and strategic approaches being adopted by companies and investors.

contains data and insights from DMI's market-leading shareholder engagement, proxy voting, and activist shorts datasets, as well as an interview with Jen Sisson, CEO of the International Corporate Governance Network (ICGN).

Shareholder activism in Asia has been on the rise for almost a decade, with over 200 companies being targeted annually by activist campaigns in recent years. This trend is particularly strong in Japan, where the number of campaigns has increased by 74% since 2018, and in South Korea, where 78 public campaigns were launched in 2024, up from 16 in 2018.

However, while the Japanese market has proved relatively resilient in spite of potential trade barriers and market volatility, the opening months of 2025 have seen a relative slowdown in South Korea thanks to political instability, with only 22 public campaigns in the first quarter compared to 52 in the same period of 2024. It’s widely expected that the push for better governance may regain momentum in the months ahead, particularly if the opposition Democratic Party, widely expected to win the upcoming presidential election in June 2025,
implements proposed reforms under its Korea Boost-Up Program. The initiative emphasizes enforceable legal protections for minority shareholders, in contrast to the ruling party’s more voluntary Corporate Value-Up Program.

Long thought of as focused on extracting dividends and share buybacks from fortress balance sheets, activists in Asia are increasingly focusing on governance issues such as board independence, capital allocation and remuneration. They are pushing for better disclosure of capital allocation policies, the rationale for holding non-strategic assets, and the implementation of more independent boards instead of pushing for more radical steps. However, these tactics are seen as leading to softening support for structures that could be used to entrench management.

This shift is driven by the recognition that improvements in governance practices can significantly impact value creation, as well as companies and investors signing up to governance and stewardship codes respectively. In addition, scandal-hit companies have found themselves particularly vulnerable, with activists leveraging the media to raise awareness of valuation and oversight concerns.

DMI has ranked the most impactful local activists based on the volume of companies targeted and their success rate for resolved public demands over a 15-month period to March 31, 2025. The key players were:

Joint 3rd: Oasis Management Company & Dalton Investments

Joint 5th: Nippon Active Value Fund, Hibiki Path Advisors, LIM Advisors

Joint 8th: Swiss-Asia Financial Services & 3D Investment Partners

Aided by political support for governance reform and stewardship, shareholder activism in Asia is expected to continue the focus on governance issues, such as board independence, capital allocation and remuneration.

Activists are increasingly using a combination of public and private channels to exert pressure, and there is a growing sophistication in their research and engagement strategies, which may seek to maximize turnout and support for activists among stewardship teams and retail shareholders alike.

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From west to east: How shareholder activism has taken root in Asian markets

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Staggered boards are having a moment, with ESG-oriented shareholders and financially-driven activist investors making more declassification demands so far this year.

The first four months of 2025 have seen 22 U.S.-based classified boards face calls to eliminate the structure according to Diligent Market Intelligence (DMI) 

 data, up from eight such demands in the same period in 2024.

Such shareholder demands have resonated with investors in recent years, securing an average 62% backing at U.S.-based companies in both 2024 and 2023, DMI 

 data show.

With only a third of the board composition available to turn over in any given year, the structure is often viewed as an entrenching mechanism that is negatively related to company performance.

“If you find out a particular director is overboarded or is over a certain age or is on the audit committee and there is an audit problem, you do not want to have to wait up to three years to vote against him or her,” said John Chevedden, a veteran shareholder advocate on the issue who has led declassification campaigns at S&P 500 targets since the 1990s.

Many years of campaigns have rendered the structure far less common than they were two decades ago - particularly among bigger companies, with just 11% of the S&P 500 having the provision in place. According to DMI 

 data, 1,143 Russell 3000 companies have a staggered board provision.

"Shareholder pressure has helped persuade big companies that it is worth having annual elections to show that directors are going to be more careful about their performance,” Chevedden told DMI, adding that corporate scandals and governance issues around the time of the global financial crisis in 2008 helped add impetus to reformists’ campaigns.

"In the S&P 500 firms, we have seen the near extinction of staggered boards,” said Harvard Business School Tandon Family Professor of Business Administration Charles Wang. “In 2000, 60% of the 500 had a staggered board,” he recalled. "That number is closer to 10% now."





Chevedden is behind five declassification demands as of April 30, including at S&P 500 companies Keysight Technologies and Agilent Technologies, where shareholders gave overwhelming support to the non-binding proposals in March.

The opening months of 2025 have also seen many financial-focused activists also target the structure as a governance hook as part of broader campaigns. That may be a result of specific sectors richer in staggered boards, including funds, technology, and energy companies, increasingly being targeted by activists as well as a return to governance complaints after environmental and diversity angles rose in popularity.

It's “one of the cudgels they [activists] can use to try to move management toward a broader set of changes, a means to an end,” said Wang.

Elliott Management advanced a declassification demand via a 14-4a shareholder proposal at S&P 500 company Phillips 66, as part of its argument that CEO Mark Lashier wields “undue influence” over the U.S. oil company’s staggered board. Given the company’s multiple failed attempts of its own to reach the 80% of outstanding shares threshold to declassify, the activist added a unique twist requiring directors to issue letters of resignation in advance of each annual meeting without the need to amend the charter. Phillips 66 and some observers considered the proposal illegal. It failed at the May 21 vote.

At Medallion Financial, ZimCal Asset Management took a similar approach advancing the demand in January and following up with a three-person slate to target the eight-person staggered board.

Another situation saw Gate City Capital Management address its governance concerns at Intrepid Potash by formally advancing a declassification proposal in February. A month earlier, the activist had demanded bigger shareholder payouts, reduced overheads, and new directors with “meaningful” holdings in the fertilizer company.

Saba Capital Management has also joined the fray, opting to pursue the staggered board structure of six closed-end funds in Q1, some of them board representation targets for Saba the previous year.





Declassification is expected to remain a key theme in the corporate governance landscape with Chevedden for one viewing the issue as second only to implementing simple majority votes.

For others, it may be more of a means to an end. Anson Funds abandoned its demand for Match Group to declassify as part of a settlement that saw the dating app platform add a new director to its board and agree to share information with the activist investor.

And despite their unpopularity with those shareholders who do not want to endure a three-year wait for a vote on perceived poor performers, the structure is expected to continue to be adopted by new entrants to public markets, especially in start-up heavy fields such as information technology and generative artificial intelligence.

“Without the pressure of having to be reelected every year, you can take a longer-term approach,” said Douglas Chia, president of Soundboard Governance. “If you are a first-time director, it gives you a couple years to understand the particular challenges facing a company and also the corporate culture.”

IN-DEPTH:  Investors ramp up board declassification efforts as governance returns to forefront 

Poll finds boards struggling to navigate Washington

As tariffs, inflation and sourcing disruptions grow, a new poll finds America’s public-company boardrooms fighting to manage the moment. ‘You can't forecast anything.’

 in Q2, according to the most recent Director Confidence Index, conducted by Diligent Institute and Corporate Board Member, but that doesn’t mean America’s board members are breathing easy. Our latest polling finds the director community remains deeply concerned about the economic impact of the Trump administration’s policies, prompting new approaches to risk oversight in America’s boardrooms.

The extent of the impact from the current administration is extensive. Directors rate the current risk level for U.S. companies at 6.8 out of 10, on a scale where 1 is Negligible and 10 is Significant, with 81 percent of the 126 public company board members polled May 12-14 listing tariffs as the top business risk today.

Second on the list? A tie at 46 percent between two other Washington-created challenges: “supply chain / sourcing disruptions” and “inflation and currency fluctuations” (the survey asked directors to list their top three challenges). The third and fourth picks were D.C.-driven as well: geopolitics and regulatory changes.

“You can't forecast anything in this uncertain environment,” added Joseph R. Bronson, a director on the board of Nasdaq-traded PDF Solutions. “We're doing what we can to deal with this mess created by the White House.”

To cope, directors want to increase the frequency of their board’s strategy and risk conversations (42 percent) and making better use of new AI tools for real-time data and risk analysis (35 percent).

“These two answer options are inherently related,” says Dottie Schindlinger, Executive Director of the Diligent Institute and partner in this research. “As boards recognize the need for more frequent conversations about risk and strategy in the current environment, having access to the real-time data and analysis to support those conversations is crucial.”

Overall, 47 percent say they are engaging in scenario planning to help navigate the current environment—the most common tactic selected by those participating in the survey. Other approaches include diversifying supply chains, revising pricing models and strengthening financial reserves.

“While the highest tariffs keep getting kicked down the road 90-days, that's not a long enough interval for businesses to plan, and there is still no clear trade policy,” said one director.

Still, boards and their companies remain committed to pursuing growth as planned this year. Nearly half (48 percent) said their priority for the rest of the year remains growth—through M&A, new products and new markets. Slightly more than a third said their priority was risk mitigation, including reforecasting, scenario planning and diversification.

“More boards are realizing that uncertainty is the new norm and that many elements driving this uncertainty have been experienced in the past,” said Brian Kushner, who serves on the board of Resideo Technologies, adding: “Just not all at the same time.”

Director Confidence Index: Navigating risk & uncertainty

Director outlook improves slightly in May amid continued headwinds

After a 30 percent decline in March, directors’ rating of business conditions in the U.S. retreated another 5 percent in May, according the 128 U.S. public company board members polled May 12-14 as part of this month's Director Confidence Index, conducted in partnership between Diligent Institute and 

The Index, which measures directors’ confidence in the current business environment, is now down to 4.4, on a scale where 1 is Poor and 10 is Excellent, from 4.7 in March and 6.7 at the start of the year.

Directors’ expectations for what those conditions will be 12 months from now, however, improved slightly in our May polling, clawing back 4 percent of the previous quarter’s 33 percent drop. While a small proportion, we captured a similar uptick in optimism among CEOs in the 

This month’s forecast highlights a potential 9 percent improvement in the business landscape 12 months out, according to our director survey—an improvement the board members polled attribute to a likely positive resolution to the current trade negotiations.

“Government efficiency and fair trade will ultimately improve economic outlook at a macro level,” said Phil Garfinkle, chair of the WidePoint board, noting however that some industries may nevertheless “stumble as they navigate the new horizon.”

Some directors added that the strength of the U.S. economy should also counterbalance the uncertainty surrounding tariffs. “A lot of noise currently with unknowns, but fundamentals are sound,” said one director, echoing others.

As a result, 40 percent expect business conditions will continue to improve over the coming months. That proportion is up from 36 percent last quarter. Perhaps even more telling is that the proportion of directors who forecast things will deteriorate further in the coming months declined by nearly half in May, to 21 percent from 41 percent in March.

“We need to get through the short-term tariff overhang; underlying business activity will strengthen as uncertainty lessens,” said one director.

“The policy transitions underway will be clearer [by this time next year]—and many will contribute to stronger forecast,” added another director who forecasts growth and improvement over the coming months.

Still, 57 percent continue to expect a recession within the next six months—a situation several called “unavoidable."

Overall, 48 percent say despite the uncertainty in the current environment, they remain focused on growth this year, though 36 percent said they are also keeping a close eye on risk mitigation through reforecasting and scenario planning.

More specifically, 39 percent said they are working on diversifying their supply chain and/or revising their pricing model, the two items they say have been the most impacted by recent changes to trade policies.

When asked how all of this is expected to impact companies’ bottom lines, directors shared their forecasts:

65 percent forecast increases in revenue in 2025, down from 69 percent in March.

59 percent forecast profit growth this year, down from 69 percent.

41 percent plan to increase capital expenditures in the months ahead, up from 32 percent in March.

Diligent

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From west to east: How shareholder activism has taken root in Asian markets

IN-DEPTH: Investors ramp up board declassification efforts as governance returns to forefront

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