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Aderans, Citizen Jump After Steel Partners-Led Revolt (Update3)

By Tomoko Yamazaki and Akiko Ikeda

May 30 (Bloomberg) -- Aderans Holdings Co. had its biggest two-day gain in more than eight years in Tokyo trading after shareholders led by Warren Lichtenstein's Steel Partners ousted the management of Japan's biggest wigmaker.

Aderans jumped 9.2 percent, the second-biggest gain on the MSCI World Index, to 2,205 yen at the 3 p.m. close of trading. The two-day 19 percent rise was the biggest since April 24, 2000, by the Tokyo-based company and prompted advances for other shares held by the fund, including Citizen Holdings Co.

Chief Executive Officer Takayoshi Okamoto and six Aderans directors were voted out at a shareholder meeting yesterday, a sign that investors in the world's second-largest economy are demanding more influence over how companies are run. This may be the first time a foreign fund ousted management at a publicly traded Japanese company, said Hiroyuki Araki, director of mergers and acquisitions at Mirai Consulting Inc. in Tokyo.

``This fund-led rejection of board members by shareholders is epoch making, and will prompt rising expectations for a revamp of the business,'' said Harushige Kobayashi, head of research at Maruwa Securities Co. in Tokyo.

Corporate Governance

Five years of poor performance eroded confidence in the management of Aderans, Steel Partners said in February. The wigmaker's net income plunged 90 percent to 590 million yen ($5.6 million) in the year ended that month. The company lost 40 percent of its market value in 2007, underperforming a 12 percent decline in the benchmark Topix index.

The shareholder vote marks Steel Partners' first success in its five-year quest to force changes and increase returns at Japanese companies. The fund's failed takeover bids since 2003 made money even when thwarted by defenses including so-called poison pills and friendly tie-ups.

``This exemplifies how shareholder-led corporate governance is finally starting to function under Japanese corporate law, and that's how things should work,'' said Hidehiro Utsumi, partner and attorney-at-law at Allen & Overy LLP in Tokyo. ``Now, companies really have to pay attention to shareholders.''

Shares of other companies in which Steel Partners holds stakes rose. Citizen, a maker of watches and industrial machinery, climbed 7.5 percent to 893 yen. Noritz Corp., which makes water heaters and baths, advanced 4.4 percent to 1,292 yen. Brother Industries Ltd., a maker of fax machine and printers, jumped 6.2 percent to 1,521 yen.

To contact the reporters on this story: Tomoko Yamazaki in Tokyo at tyamazaki@bloomberg.net; Akiko Ikeda in Tokyo at iakiko@bloomberg.net.

Last Updated: May 30, 2008 02:18 EDT

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