(Adds Niinami's quotes, background)

By David Dolan

TOKYO, Sept 11 (Reuters) - Japan's Seven & i ( SVNDF )

responded fairly by saying a takeover offer from Canada's

Alimentation Couche-Tard ( ANCTF ) was too low, Suntory Holdings

chief executive Takeshi Niinami said on Wednesday.

Niinami, 65, is one of Japan's most influential executives,

serving as chair of the Keizai Doyukai business lobby, and has

served as an economic adviser to current and former prime

ministers.

Couche-Tard's $38.5 billion takeover bid for the operator of

7-Eleven convenience stores has made Japanese executives nervous

about potential foreign takeovers, Niinami said in a Reuters

NEXT Newsmaker interview.

Corporate governance reforms and Japan's emergence from

deflation are forcing the nation's companies to focus more on

returns on equity, which is in turn making them more attractive

as takeover targets, he said.

The weak yen has been an "amplifier" for change in corporate

Japan, adding pressure on companies to create value, Niinami

said.

Seven & i's ( SVNDF ) rejection of the bid on grounds that it was too

low "demonstrates that Japan's corporate governance has been

advancing", he added.

A graduate of Harvard Business School, Niinami was chief

executive of convenience store operator Lawson before becoming

the first non-founding family member to head Suntory.

In 2014, he led a $16 billion takeover of U.S. spirits maker

Beam and has driven expansions of century-old Suntory into India

and China.

(Reporting by David Dolan and Rocky Swift; Editing by

Muralikumar Anantharaman)