Shareholders can demand the company to purchase their shares

In the event there is a restriction on transfer of shares of your company, when  shareholders want to transfer their shares to other person, they can at the demand the company to purchase their shares at reasonable price. ( art 138 of company act of Japan )
They can say that ” We want to sell our shares to xxx company. Then, if you ( company issuing their shares ) do not grant approval on this transfer, we demand you to purchase our shares at reasonable price. ”
As for purchase price, if they can find reasonable price by themselves, they can use it. If they can not find reasonable price or they can not agree on purchase price, they can use process in court house.

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