JSDA said to probe brokerages on unsuitable Japanese bond sales

Japan Times

3 days ago

A Japanese securities industry group is probing brokerages on inappropriate bond selling practices amid surging investor demand for higher-yielding corporate debt.
The Japan Securities Dealers Association (JSDA), which helps oversee the sector, sent questionnaires to nine major local and foreign brokerages asking about bond selling irregularities, such as overstating to issuers how much demand there is for their debt, according to people familiar with the matter.
The probe marks a step toward ridding Japan's primary bond market of opaque sales practices as rising interest rates in the nation boost investor appetite for debt with higher yields and companies rush to sell notes before borrowing costs climb further. Foreign participation in Japan's corporate and municipal bond markets is also growing, putting pressure on domestic brokerages to conduct sales in a way that follows global norms.
"It's crucial for the market to function effectively as a price discovery mechanism,' said Yuuki Fukumoto, senior financial researcher at NLI Research Institute. "If it doesn't, investors will eventually pull out, and the market will face serious consequences.'
Fukumoto also said that "issuers are struggling to keep up with rising interest rates,' and lead underwriters are caught "in a dilemma' between being pressured to keep issuance costs low and facing investors demanding higher yields.
Steps to increase market transparency have been tried in the past. In a market where overstating demand is considered an open secret, the JSDA in 2021 required lead managers who are appointed by issuers to disclose investor demand data for corporate and municipal bonds.
But some bonds aren't covered by the rule, including certain retail bonds and regional debt that are underwritten without a lead manager. The JSDA held a working group meeting in late March to discuss false reporting in such deals and began preparing a broader investigation, according to a document.
The questionnaire asked securities firms whether they contacted investors about future bond offerings before official filings were submitted, or witnessed such activity, said the people, who asked not to be identified because they were discussing private matters. Responses were due by the end of May.
A JSDA representative declined to comment.
The association is especially interested in the scope of inappropriate practices in corporate note sales targeting individual investors, who tend to be less financially literate than institutions, the people said.
Those kinds of questionable transactions were tolerated in past decades, when Japan's credit market was quiet, dominated by domestic professional investors with limited trading volume. But now with retail investors and overseas traders becoming more active in the market, increased disclosure looks necessary.