Nicholas  Benes

Expertise: Corporate governance and director training; advocacy regarding government policy in Japan; corporate organizations, mergers & acquisitions, and finance in Japan

Nicholas Benes heads up The Board Director Training Institute of Japan, a government-certified nonprofit specializing in director training. Trained as a lawyer and MBA, he was an investment banker at JP Morgan for 11 years, after which he established a path-breaking M&A advisory boutique in Japan. A fluent speaker of Japanese, Mr. Benes has sat on a number of corporate boards and has been active in policy advocacy in Japan. In 2013, he proposed that the creation of a corporate governance code be included in the LDP’s growth strategy. He then advised members of the diet and the FSA, with regard to the drafting process and the content of Japan’s first corporate governance code.

Earlier, in 2010, Mr. Benes had proposed and led analysis and production of the “Growth Strategy Task Force White Paper”, published by the American Chamber in Japan (ACCJ), which focused on the urgent need to raise productivity growth and economic metabolism in Japan, and proposed a range of concrete policies for doing that.  In 2013, this White Paper served as the intellectual underpinning for Abenomics’ “Third Arrow”, and enabled Mr. Benes to successfully propose Japan’s corporate governance code. 

Mr. Benes received his B.A. in political science from Stanford University, and a JD-MBA degree from UCLA. He then worked at JP Morgan for 11 years and went on to lead a path-breaking M&A advisory boutique in Japan, JTP Corporation.  He is an inactive member of the bar in California and New York. In the past, he served as a twice-elected Governor of the ACCJ, long-time Chair of its FDI Committee and Growth Strategy Task Force; and as a member of the Experts Committee of the Japan Investment Council, an advisory committee to the Japanese Cabinet on FDI policy. He has also served as an independent outside director at Alps Mapping, the listed company Cecile Ltd., and Livedoor Holdings (post-scandal); and currently is an independent director at Imagica Robot Holdings, Inc. (TSE6879). Mr. Benes has taught corporate governance and business ethics as an Adjunct Professor at Hitotsubashi University and the International University of Japan.  In 2010, he was a member of the Financial Services Agency’s Corporate Governance Liaison Committee, which had been formed to provide private sector input to the Ministry of Justice and the Legal Affairs Advisory Council regarding amendment of Japan’s Company Law. In 2013, he proposed that the creation of a corporate governance code be included in the LDP’s growth strategy, to be implemented under the auspices of the FSA. He then advised members of the diet and the FSA regarding the content of Japan’s first corporate governance code. In 2016, he proposed changes to the Company Pension Law regulations and guidance, which resulted in a joint study group being formed by the Ministry of Healthy, Labor and Welfare, the Pension Fund Association, experts and institutional investors, and the FSA.  The study group issued its report encouraging corporate pension funds to sign the Stewardship Code in March of 2017. He is a member of the Japan Association of Corporate Executives.

Mankind will either improve corporate governance, or allow risk externalization via limited liability to destroy the planet. Ask your grandchildren to keep tabs and tell which it turned out to be.

At the end of 1993, when the Nikkei 225 Index was at 17,000, as head of Equity Research at JP Morgan, I predicted that the market would not fully “clear” and purge itself until it breached 9,000, which is exactly what it did 10 years later in 2003.

I examined the earnings yield (inverse of the price-earnings ratio) for Japanese stocks since the late 1950s and early 1960s, which was the time before cross-shareholdings became prevalent. At this time, the earnings yield was a healthy 7-8%, at a time when Japan’s fast-growth era was just getting underway. This compared favorably with bond yields, which were lower at than the earnings yield at the time.  However, in 1993, because of cross-shareholdings, the earnings yield was still close to (or even below) bond yields, which was unnatural. My prediction was based on reversion to a more stable and natural relationship to long-term interest rates.


As the initial proposer and a behind-the-scenes advisor on Japan’s Corporate Governance Code, I am naturally pleased with the progress that the country has made in the past two years. This is of course relative to the rather low bar that was set by the previous fifteen years in which we governance advocates made comparatively little progress, against enormous resistance from the industrial lobby.

Expert Information


Corporate governance and director training; advocacy regarding government policy in Japan; corporate organizations, mergers & acquisitions, and finance in Japan




Current Experience

Representative Director, the Board Director Training Institute of Japan

Past Experience

  • President and Founder, JTP Corporation
  • Chair, Growth Strategy Task Force, American Chamber of Commerce in Japan
  • Adjunct Professor, International University of Japan
  • Member, Japan Investment Council, Japanese Cabinet


  • JD-MBA, Law, University of California, Los Angeles - School of Law
  • MBA, UCLA Anderson School of Management
  • B.A., Political Science, Stanford University