BOOK SERIES | Minority Shareholders, Chapter 11: An Elegant Eighty-eight

In this chapter of Minority Shareholders, I continue the story of Norio Takano. He is not a specific person; he is a character created for my book out of some high rollers who had existed during the bubble period.

As a young lawyer, I witnessed the generation of enormous wealth from scratch. A minority shareholder of a family company brought an action to the court and succeeded in taking hundreds and thousands of yen. I saw it firsthand. Ten years after the bubble popped, I started work related to corporate governance. In this book my fictional characters tell the story of problems that persist in joint-stock corporations. What is an organization called a company? What if Norio Takano were reborn in this era?

This story is a work of fiction. Any resemblance to actual characters or organizations is entirely coincidental and unintentional. ー Shin Ushijima

Read earlier chapters of the series.

CHAPTER 11: An Elegant Eighty-eight

Continuing from Chapter 10: Takano has just become crystal clear in his decision to buy Auntie Sumida's shares. He relates his feelings to his lawyer Tadashi Ooiki, who in return calculates the worth of the deal. 

"I know Auntie Sumida is struggling with money now. My mother is telling me to help her," says Takano. "And now I'm able to do that. That fact means a lot to me. I am satisfied with that. If the company offers more than￥5 million for her shares, I'll give her the total amount of the difference, of course, only if I still have some left after deducting the attorney's fees. The shares originally belonged to her anyway." 

"I am sure you will have some left. It's a good deal…a very good deal," Ooki murmured. 

Takano gave a phone call to Sumiyo Kawano from his car immediately after he left Ooki's office. Although he had communicated with her through his mother, he had not talked to her directly yet. She sounded excited on the phone, as if she had been waiting long enough for his call. 

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Takano asked her to meet him, and she said that she was happy to see him and would go anywhere he appointed. Takano told her that he was going to hand her the money when they met. She said that she would be sure to bring the shares, and she thanked him for his assistance and kindness. Having decided on the date and place to meet, Takano once again assured her that he would hand her the money when he met her. She seemed to be beside herself with delight. Now that she was guaranteed the payment of ￥5 million by Takano, nothing else seemed to be bothering her.

Meeting Sumiyo Kawano

Takano wondered how long it had been since he had last seen Sumiyo Kawano, whom he called Auntie Sumida. She had been on visiting terms with his mother. Therefore, they had exchanged pleasantries with each other when she visited his mother, but that was the extent of their relationship.

He could not remember exactly when he last met her. Takano did not attend her husband's funeral. They were not that close. What he remembered was that the way she had dressed herself obviously showed that she had a chunk of money. She had a very long, horse-like face and painted it as thick as possible. She had proudly worn eye-catching clothes.

Takano recalled: {when I had been accepted by the company, she took me to Mitsukoshi Department Store in Nihonbashi and ordered a custom-made suit for me as a celebration gift. Probably, it was the last time I had seen her ー about forty-five years back. I'm surprised that her voice hasn't changed so much with age.}

Recalling her young voice on the phone, Takano thought back on when Auntie Sumida had bought the suit for him. She had been wearing red, green and deep blue gem rings on her fingers, a diamond necklace and gaudy clothes, seemingly Chanel. 

She had been a little over forty and smelled of strong perfume. A middle-aged man in a black suit from Mitsukoshi had recognized her. He had walked up to her and politely greeted her. In those days, she had enjoyed such a kind of life on a daily basis.

A Suitable Memory

The suit for Takano's celebration must have been covered under company expenses. He had not been aware of any of the details back then. But he remembered priding himself on wearing a tailored British suit, which made him stand out among the other new recruits in cheap suits bought off the rack. He wondered why he had taken pride in such a trifling thing. It was a funny memory.

He remembered it had been about forty-five years before, around the early 1970s. When he entered the trading company, Kakuei Tanaka held the post of prime minister. He had been struggling to get ahead with the project to remodel the Japanese archipelago. Just then, Japan had been hit by an oil crisis and prices had gone haywire. But the business of Sumida Iron Works might have been on a roll, or maybe she just had not been informed of anything about the financial condition of the company. It could have been faltering. 

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Anyway, the company had managed to keep its business and eked out enough profit to finance the wife's squandering habits. Four years later, the company had still been in business when Kakuei Tanaka was arrested in connection with the Lockheed bribery scandals.

Decades of Connections

Takano heard that his mother and Sumiyo Kawano had gone to elementary school together. "I owe what I am now to her," she would often say. Takano also realized through her story that he owed much of his success in life to Sumiyo Kawano, too. But it also reminded his mother of the past that she did not want to remember. After leaving elementary school, they had lived a life of polar opposites. 

Takano recalled the past. His mother had split up with her husband soon after they got married. "My son is the only reason I have to live," she had often said. Her son grew up to be a fine person as she had expected and became a self-made man.

Takano did not drag Sumiyo Kawano over to his office. It was his courtesy. Instead, he arranged to meet her at the lobby of the Hotel Okura annex, his favorite hotel since when he was young. He was going to take her to a coffee shop in the hotel annex. 

As the Hotel Okura was under reconstruction, he had told her over and over on the phone that the main hotel was being demolished and that she should be sure to meet him at the hotel annex. Still, he was not sure whether she had understood. So he found himself waiting for her with a smartphone in hand in the lobby. There were cherry blossoms beautifully arranged in front of him. 

A Familiar Figure From the Past

He was curious about how Auntie Sumida had changed. Of course it was different from a craving to see a long-lost girlfriend. It was more of a curiosity that was hard to describe. 

He had heard that the older Auntie Sumida became, the heavier makeup she put on. To his knowledge, women tended not to change how they put on their makeup even when they got older. He was sure that her heavy makeup would make her stick out like a sore thumb. Usually he could hardly recognize women if they wore heavy makeup. But this time he thought that he might be able to recognize her easily based on her use of heavy makeup. 

He was right. She wore a strong-smelling perfume for a woman of eighty-eight. It put off Takano while he led her to the coffee shop. She was wearing clothes with a design and pattern which had been in fashion twenty years before, and shoes with heels as high as ten centimeters. She suffered from hallux valgus. He felt sorry for her poor feet. He remembered that she hated being short. Takano held back a smile.

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{She cannot afford to buy new things.} Takano was convinced.

They entered the coffee shop and glanced around for a table. Then, a waiter with a familiar face noticed him and walked over to them.

The waiter pulled out a chair for her to sit down. After that, Takano sat down.

A Proper Purple Wrapper

They sat across from each other. After a quick greeting, Takano pulled closer a small black bag, in which he had put the cash. One million yen with a bank strip stamp had been placed in each envelope with the name of the bank printed on it, and the five envelopes were neatly wrapped in purple cloth. It was not his style to carry cash with no wrapper, let alone to give it to someone in that state.

Of course he knew it did not change the value of the cash.

Takano considered it impolite to greet her with superficial words and talk about memories of the past. Both of them had little in common to talk about, just his mother's shameful past or the fact that their fates had been reversed over the past thirty years. Auntie Sumida had lost her husband, and Takano's mother had been leading an affluent life thanks to her son's success in business.

Takano started speaking to her in a businesslike but gentle manner. "First of all, Auntie Sumida, please accept this five million yen. I talked to my lawyer, and he said that it would be better to sign a contract later. My mother ordered me to hand the money to you as soon as possible. Please don't take it the wrong way. And please accept it."

Takano put on the table the purple cloth wrapped around ￥5 million. It was as high as seven centimeters. He voiced the words as he had planned to and bowed unwittingly to her across the table.

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Acting as a Good Son

Sumiyo Kawano confirmed and counted the number of envelopes in the cloth, half-unwrapped, and took her shares out of her handbag. They had been kept in a large-size old brown paper envelope.

"Please give me your shares later, not now."

Upon Takano's words, Auntie Sumida silently put the shares back into her handbag, which bulked with the cloth-wrapped cash. She then pushed the envelope into the bag.

The instant she snapped the catch shut, Takano added, "This receipt was made by my lawyer. Please look through it."

Out of his breast pocket, he produced a black Mont Blanc ball-point pen with a silver cap and held it out to her with the cap pointing toward her.

Sumiyo Kawano signed on the signature block and said, "You make it sound as if I'm strapped for money, Norio-san. I don't know what your mother told you about me, but it's not like that."

"I'm sorry. I didn't mean it like that. I know. Please don't get us wrong."

"I just asked Yoko, oh, your mother, if she knew anyone who was interested in buying my shares. It was just small talk. It was not that I asked her to buy my shares. But then, Yoko said that Norio-san might be interested in buying them. So I thought it was an opportunity. That's the story."

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"I know, I know. Of course, my mother told me so. She is so impetuous. She urged me to hand this to you as soon as possible. It's uncharacteristic of me, but I am acting like a good son. Please forgive me if I sounded offensive."

Kind Words and Wit

Takano felt they were exchanging strange words. But he found himself enjoying his own wittiness. The woman sitting in front of him was wearing heavy makeup and old-fashioned clothes and shoes, which did not look proper for an eighty-eight-year-old woman. She was trying to make herself look like she was still affluent. He thought her mind had stopped forty years before, around the late 40s of the Showa era (early 1970s), and acted as if she were still living in those days. 

Continues in: Minority Shareholders, Chapter 12: Life, Like In a Movie

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Minority Shareholders is a work of fiction and any similarity to real characters, companies and cases is purely coincidental and unintentional. Sign up to join our mailing list and look for the next chapter every Saturday on JAPAN Forward.

Author: Shin Ushijima

The founding partner of Ushijima & Partners, lawyer Shin Ushijima has an enormous wealth of experience in international transactions, merger and acquisition, dispute resolution, system development, anti-monopoly law, labor, and tax law. Concurrently, he heads an NPO called the "Japan Corporate Governance Network." And in his leisure moments, he writes fiction. Additional details on Shin Ushijima's career, awards, publications and more are available at his website: Ushijima & Partners, Attorneys-at-Law.