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Renesas Electronics Announces Change in Controlling Shareholder Other Than Parent Company

TOKYO, Japan, March 9, 2018 — Renesas Electronics Corporation (TSE: 6723, “Renesas”), a premier supplier of advanced semiconductor solutions, today announced that, as of March 14, 2018, Innovation Network Corporation of Japan (“INCJ”), will no longer be a controlling shareholder of Renesas. Further details are as follows:


1. Events leading up to the change

In September 2013, when Renesas implemented a share issue through third-party allotment to INCJ and others. As a result of this third-party share allotment, INCJ came to hold 69.16 percent of the voting rights of Renesas, thus becoming both Renesas' largest major shareholder, and the only controlling shareholder other than parent company (Note 1). In June 2017, INCJ and others sold a portion of their Renesas common shares to investors in Japan and abroad. As a result, the percentage of voting rights held by INCJ decreased to 50.10 percent.


Renesas received notice from INCJ that it sold 75,026,425 common shares of Renesas to Denso Corporation (“Denso”) today through a direct off-market sale (Note 2). Denso previously held 0.50 percent of the voting rights in Renesas and, following the closing of this transaction, Denso will hold 5.00 percent of the voting rights in Renesas. INCJ, the largest major shareholder of Renesas, will cease to be the only controlling shareholder other than parent company and will be categorized as other related company.

  • (Note 1) Due to a number of factors, including that INCJ’s mission is to foster investment and that INCJ’s reason for holding shares in Renesas is to earn capital gains, it was determined that INCJ does not correspond to being Renesas' parent company.
  • (Note 2) The change in shareholding is scheduled to occur on March 14, 2018 once the book-entry transfer of shares for the transaction is completed on that date.

2. Date of change

March 14, 2018


3. Outline of INCJ

(1)NameInnovation Network Corporation of Japan (INCJ)
(2)Location1-4-1 Marunouchi, Chiyoda-ku, Tokyo, Japan
(3)Names and titles of representativesChairman and CEO: Toshiyuki Shiga
President and COO: Mikihide Katsumata
(4)Main BusinessSupport of specific business activities as specified under the Act on Special Measures for Industrial Revitalization
(5)Amount of capital300,010 million yen (as of March 31, 2017)
(6)EstablishedJuly 17, 2008
(7)Net assets1,100,925 million yen (as of March 31, 2017)
(8)Total assets1,852,158 million yen (as of March 31, 2017)
(9)Major shareholders and percentage of shares held(As of March 31, 2017)
Japan's Ministry of Finance95.33%
Development Bank of Japan Inc.0.50%
Asahi Kasei Corp.0.17%
Osaka Gas Co. Ltd.0.17%
Canon Inc.0.17%
Sharp Corporation0.17%
The Shoko Chukin Bank, Ltd.0.17%
Sumitomo Chemical Co., Ltd.0.17%
Sumitomo Corporation0.17%
Sumitomo Electric Industries, Ltd.0.17%
Sony Corporation0.17%
Takeda Pharmaceutical Company Limited0.17%
Toshiba Corporation0.17%
Toyota Motor Corporation0.17%
JGC Corporation0.17%
Panasonic Corporation0.17%
East Japan Railway Company0.17%
Hitachi, Ltd.0.17%
Marubeni Corporation0.17%
Mizuho Bank, Ltd.0.17%
Sumitomo Mitsui Banking Corporation0.17%
Mitsubishi Chemical Holdings Corporation0.17%
Mitsubishi Heavy Industries, Ltd.0.17%
Mitsubishi Corporation0.17%
Bank of Tokyo Mitsubishi UFJ., Ltd.0.17%
GE Japan0.17%
JX Nippon Oil & Energy Corporation0.17%
(10)Relationship between Renesas and INCJCapital relationshipINCJ owns 835,228,200 common shares of Renesas (stock ownership ratio: 50.10%) and is a controlling shareholder. (As of March 8, 2018)
Personal relationshipTwo persons affiliated with INCJ serve as Outside Members of the Board of Renesas, and one person affiliated with INCJ serves as a Corporate Auditor (part time) of Renesas. (As of March 8, 2018)
Business relationshipThere is no notable business relationship between Renesas and INCJ. Furthermore, there are no notable business relationships between affiliates and affiliated companies of Renesas and affiliates and affiliated companies of INCJ.

4. Number and percentage of the voting rights held by INCJ before and after the change

 CategoryNumber of voting rights held
(Percentage of voting rights held)
Voting rights directly heldVoting rights to be combinedTotal
Before the change (as of March 8, 2018)
  • Controlling shareholder other than parent company
  • Largest major shareholders
After the change (scheduled for March 14, 2018)
  • Other related company
  • Largest major shareholder
  • (Note) The percentage of voting rights held are rounded off to two decimal places.

5. Financial outlook

The above-mentioned change in Renesas’ controlling shareholder will have no impact on Renesas Group’s business results.


About Renesas Electronics Corporation

Renesas Electronics Corporation (TSE: 6723) delivers trusted embedded design innovation with complete semiconductor solutions that enable billions of connected, intelligent devices to enhance the way people work and live—securely and safely. A global leader in microcontrollers, analog, power and SoC products, Renesas provides the expertise, quality, and comprehensive solutions for a broad range of Automotive, Industrial, Home Electronics, Office Automation and Information Communication Technology applications to help shape a limitless future. Learn more at renesas.com.

(Remarks) All names of products or services mentioned in this press release are trademarks or registered trademarks of their respective owners.

The content in the press release, including, but not limited to, product prices and specifications, is based on the information as of the date indicated on the document, but may be subject to change without prior notice.