Bull-Dog Sauce for the Japanese Soul? Courts, Corporations, and Communities—A Comment on Haley's View of Japanese Law

Abstract

In this short Essay, I take stock of the recent hostile takeover developments in Japan with an eye toward Haley’s conception of Japanese law and its trajectory into the future. Part I briefly outlines my major arguments in the previous essay. Readers familiar with that work can fastforward to Part II, which examines post-Livedoor developments. Part III takes stock of these developments in light of Haley’s ideas about the animating principle of law and the role of the courts in twentieth-century Japan. I conclude that Haley’s perspective is very helpful in understanding how the judiciary has responded to legal issues arising out of takeover bids thus far. But an examination of how the courts wound up with this issue and how they have resolved it to date sheds light on some potentially negative consequences and limitations of this approach, particularly as the Japanese economy and society become more heterogeneous.

Keywords

Consolidation & merger of corporations -- Japan, Spirit of Japanese law [Treatise]: John Owen Haley, Antitakeover strategies, Corporate governance, Hostile takeovers, Japan, United States, John Owen Haley

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Curtis J. Milhaupt (Columbia Law School)

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