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BOOK SERIES | Minority Shareholders, Chapter 8: Changing Fortunes

Minority Shareholders, Chapter 8 of Shin Ushijima's novel reveals the motivation of a key character intent on purchasing of shares in a family-owned company.



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.

Minority Shareholders
Book cover, "Minority Shareholders" by Shin Ushijima.

CHAPTER 8: Changing Fortunes

Continuing from Chapter 7: Norio Takano talks about his feelings of growing up in a single-parent household after the war. "Naturally, I don't know much about what actually happened between my mother and father," he admits. "He may have been a womanizer. After all, he is my father and I take after him."

Going on, he says, "Anyway, he's gone. No longer in this world. I don't know where he died. I could find out if I wanted to, but I can't bring myself to do it and I don't want to."

"Honestly speaking, I want to be faithful to the man who helped me start a decent life. I haven't told you about this before, have I? My mother was thirty-three and I was thirteen in 1962. The economy was growing rapidly. This man started paying my mother a large amount of money every month. I was in junior high school. Thanks to him, I managed to go to school without any trouble. 

"I flunked a college entrance exam once. At that time he supported me a lot. And after that, he still helped me through college. He is truly a father to me in this world. I owe a lot to him and cannot thank him enough."

Tears welled up in Takano's eyes, and Ooki pretended not to notice. Takano produced a clean white handkerchief and lightly dabbed his eyes. "My wife always washes this. I never lift a finger at home. She always washes my used handkerchief clean, and after ironing it, she places it in the left pocket of my trousers. It's where it belongs," Takano said bashfully and put the handkerchief back, then reached for a tea cup.

"Go on." Ooki encouraged him to continue.

A Sudden Change in Circumstances

"Being with my mother, I realized that she had become affluent all of sudden. Before that, though only a child, I was aware that she had been in straitened circumstances. Loan sharks would sometimes knock on the door. I remember it was frightening. My mother instructed me to tell them that she wasn't home, and I would tell them as instructed, crying. 

"I didn't know much about how she made money to finance our living. Her parents were living in her hometown, but they weren't dependable. Did I say this? Whenever she was desperate for money, in the end she would turn to Auntie Sumida. 

"That happened frequently. Auntie Sumida and my mother went to elementary school together. She visited Auntie Sumida to borrow money. Frequently. But my mother always paid back the money she had borrowed. She was such a sincere woman. 

"But her life had changed at the age of thirty-three after meeting that man. Where we lived, what we wore and what we ate, everything had suddenly been upgraded. I was given a room of my own with a fine bed, desk and bookshelf. A beautiful spick-and-span floral curtain was hung. It was the first time that I had seen a sofa in my house. 

"'Norio, you should go to university. When you enter the business world, a bachelor's degree counts a lot. I will put you through it. I will do whatever I can. I would be happy even if it cost me my life.' My mother went so far as to say that.

My Mother's Life

"It's not the right time to refer to this, but sometimes this question springs to mind. Did my mother ever experience, so-called, you know, sexual satisfaction? I doubt it. I know it's not something a son should imagine. But it's always on my mind. For a living she might have offered herself to whatever men demanded. It must have been really tough for a young girl with no particular skills to live through that era. 

"So she would have needed to keep her relationship with that man. She tried to put her personal feelings aside. I don't think she did it all only for me. She was unwell and tired of doing whatever she was doing to make a living. I understand. Anyway, I can't visualize anything sexual from her. 

"The man would come to the house where my mother and I lived, once in a while, not so frequently. You know that house in Himonya, right? He bought that house for us. My mother said so. She said he was like a god to her.

"That's why that house means more than a house to us, a special one. It's not just any property.

"How in the world could an utter stranger buy a house for my mother? I was a junior high school student at that time, but I wasn't clueless. So I wanted to start working as soon as possible to help make my mother's life easier. I was really motivated to do so."

A Decent Inspiration

"Now it's all clear to me," asked Ooki. "I remember you saying you wouldn't go to university. Whenever you saw a bunch of brats smoking, you never hid your feelings of repulsion towards them. You'd often say in disgust, 'Hey, look, they're mooching off their parents and smoking at their parents' expense.' You really hated such people, right?"

"Right. Well, I'm certain my mother had been seeing the man somewhere else, maybe in a stash house he owned. He had a whole lot of property. He came to our house in Himonya once in a while, but when he did, he looked happy to be with me. He didn't have any children by his wife. He may have wanted to watch me grow up, or he may have regarded me as his son. In retrospect, I think he felt that way. 

"But he had his own reasons to hide his relationship with my mother. It was certain to be an affair. When he died, he left to my mother the house in Himonya and some other houses to rent out, from which she could get enough money to guarantee stability in her remaining years. He was such a decent man. Men should live that way, I thought.

"At that time I quit my job at a general trading company and was ambitious enough to start a real estate business. That's how a man should live. That is my philosophy. But I wonder what line of business he had been in to make such huge amounts of money. I have no idea, even to this day. 

"When he passed away, my mother didn't attend his funeral. I was off drinking with you, wasn't I? Oh, sorry! I got off topic. It's nothing to do with what I came here for."

Grateful for a Father Figure

"It's alright! I remember that your mother looked very beautiful and attractive," reflected Ooki. "I was a senior high school student when I first met her at your house in Himonya. It was a small but elegant house, wasn't it? Your mother, I remember, was a petite woman, a bit chubby though, who was fair-skinned and mature. Now I understand. That was what had happened to you and your mother. I never thought she was unwell… such a charming lady with an ample figure. 

"I'm sorry to say this, but your mother appeared to me like a woman who had her way with men. Hmm, so that elderly man at West reminded you of your past days. How your mother had been struggling to survive, what your mother had done and forgone in order to raise you. 

"There is a man you feel grateful for, and you think you owe all of your success to him. If he were you, what would he have done? I mean, if he were you, he would have bought the shares from Auntie Sumida. That's what you thought, right?"

Takano gave him a big nod in agreement without saying a word.

"Takano, you're obliged to buy Auntie Sumida's shares because she is no complete stranger to you. The past has made you into what you are now. You think you should do whatever you can whenever the opportunity arises to help those who have helped you become who you are. Those are your thoughts, right? And that's why you've decided to buy her shares. You look determined."

A Notice for Sumida Iron Works

"Do I look it? Maybe you're right. I am sure I am. That man…I hardly ever spoke to him. But I am sure he was my father figure. If he were alive here and now, he might say, 'what's taking you so long to decide?' 

"He would scold me like a father. 'I did all that was required of me before I left this world,' he might have said."

"Exactly!" Ooki said and continued talking. "In any event, first of all we have to request the company to approve your acquisition. Let's make your company a transferee. Himonya Land and Building, Co, Ltd, OK?"

A Question of Intent

Ooki had a comprehensive grasp of Takano's property and financial status. 

"When Sumida Iron Works receives a notice that Mrs Kawano wants to transfer her shares to a company called Himonya Land and Building, Co, Ltd, I'm guessing it will cause a lot of confusion. 

"The company will soon come to discover that Himonya Land and Building, Co, Ltd belongs to Norio Takano, an iconic figure in real estate. And that man, out of the blue, claims that he wants to acquire some shares in the company. They may interpret it as a takeover attempt, or worse, the result of some kind of blackmail."

Takano's face clouded. 

"Blackmail? Why the hell would they think that? No, not that. I mean…"

"I understand you," Ooki responded. "But no one in this world would dare to buy such shares without any particular reason. You feel compassion for the person in front of you, so you let your money go down the drain to help her out. It doesn't come across as sound judgment. 

"They'd suspect you have a hidden agenda. The president and employees of Sumida Iron Works, if they are people of sound judgment, would be surprised at the sudden appearance of Mr Takano and would grow suspicious of him. It adds up."

Continues in: Minority Shareholders, Chapter 9: Getting Rich Quick


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.


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