Rebuilding under Cerberus and a banker president (2005)

A reconstruction built on compromise

The core of this decision was less the escape from financial crisis than the decision to hand the governance of a landlord business built by one family over to outside capital and outside managers. The compromise by which Tsutsumi Yoshiaki stepped back from management while keeping his shares was, as Murakami Yoshiaki and Tsutsumi Yuji both pointed out, hardly a clean settlement. What distinguishes the decision is that amid a double tension — a fight over shareholder interest between Mizuho’s reform-committee plan and Murakami’s rival proposal, and a courtroom battle within the Tsutsumi family over the disguised shareholdings — President Goto never gave up the single principle that rebuilding the group as one entity was best.

That the rebuild proceeded while carrying the finding of disguised ownership left problems that trailed the group for years. Relations with Cerberus stayed tense right up to the 2013 tender-offer fight, and as Goto himself said, it took eight years before everyone pulled in the same direction — a long lag between changing the governance structure and actually unifying the organization. What burden a restructuring that prioritized speed of escape placed on later governance is a question only visible once you examine the management that followed the 2014 relisting.