Book contents
- Shareholder Protection in Close Corporations
- International Corporate Law and Financial Market Regulation
- Shareholder Protection in Close Corporations
- Copyright page
- Dedication
- Contents
- Figures and Tables
- Preface
- Acknowledgements
- Abbreviations
- I Introduction
- Part 1 Theory
- Part 2 Operation
- III Withdrawal in Comparative Perspective
- IV Germany
- V The United Kingdom
- VI The United States
- VII Japan
- Part 3 Application
- Part 4 Conclusion
- Bibliography
- Cases
- Legislation
- Index
VII - Japan
The Curious Case of Withdrawal by Semi-Accidental Legislation
from Part 2 - Operation
Published online by Cambridge University Press: 14 October 2022
- Shareholder Protection in Close Corporations
- International Corporate Law and Financial Market Regulation
- Shareholder Protection in Close Corporations
- Copyright page
- Dedication
- Contents
- Figures and Tables
- Preface
- Acknowledgements
- Abbreviations
- I Introduction
- Part 1 Theory
- Part 2 Operation
- III Withdrawal in Comparative Perspective
- IV Germany
- V The United Kingdom
- VI The United States
- VII Japan
- Part 3 Application
- Part 4 Conclusion
- Bibliography
- Cases
- Legislation
- Index
Summary
Chapter VII tackles the intriguing puzzle of Japan. Until relatively recently, shareholders and members of Japan’s close corporations had no access to withdrawal under the law, as neither of Japan’s then-dominant close corporation forms offered this. By revealing how shareholders in Japan responded to the absence of withdrawal, I show how Japan’s experience serves as a historical counterfactual that powerfully demonstrates the demand for and importance of withdrawal remedies in practice. More recently, withdrawal remedies at law became available in Japan, for the first time and for a true close corporation form – by semi-accident. The Godo Kaisha (GK), the new and American-inspired close corporation form, offers withdrawal remedies unprecedented even by comparative law standards, but numerous challenges lie ahead. While the GK’s withdrawal regime has yet to establish itself as an integral part of the corporate law landscape, Japan demonstrates the potential pitfalls involved in introducing close corporation withdrawal by legislation.
Keywords
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- Information
- Shareholder Protection in Close CorporationsTheory, Operation, and Application of Shareholder Withdrawal, pp. 218 - 256Publisher: Cambridge University PressPrint publication year: 2022