Our firm practices in all areas of corporate law, including litigation and M&A, focusing on disputes, matters and affairs related to the Companies Act and the Financial Instruments and Exchange Act. Our main fields of practice include the following:


Litigation & Disputes

Even before an incident develops into a dispute or litigation, we provide advice and support, and propose resolutions based on the prospect and prevention of dispute or litigation. When an incident does lead to dispute and litigation, we respond by providing advice and support for out-of-court settlements, prior to commencement of formal court proceedings, in an effort to reach an early resolution. We handle a wide range of corporate related court proceedings, and boast a diverse track record in ordinary litigation related to general commercial transactions, as well as in corporate litigation, provisional dispositions/injunctions, non-contentious corporate law related cases, litigation involving claims for damages under the Financial Instruments and Exchange Act, systems development litigation, labor litigation and the like. We also handle disputes related to the management and control of listed companies and private owner companies and other such special disputes, and we deal with regulatory authorities in connection with the Financial Instruments and Exchange Act and the Antimonopoly Act.

Services Provided

  • Litigation seeking the performance of general commercial transactions, default or tort based litigation seeking the compensation of damages, etc.
  • Shareholder derivative litigation, litigation seeking liability against third-party directors, litigation for the cancellation of, confirmation of, the invalidation of, or confirmation of the non-existence of shareholder resolutions, litigation seeking the inspection, etc. of financial statements, shareholder lists or accounting ledgers and the like, litigation seeking the confirmation of shareholder rights, litigation seeking the dismissal of directors, and litigation seeking director remuneration or retirement benefits, and similar matters.
  • Provisional dispositions for the suspension of the execution of director duties or the appointment of an acting director, provisional dispositions prohibiting the exercise of voting rights, provisional dispositions prohibiting the convening of general shareholders meetings and resolutions, etc.
  • Petitions for the determination of stock trading price, stock purchase price or stock acquisition price (related to restricted shares, special controlling shareholders, share consolidations, and class shares subject to class-wide calls), petitions seeking permission for the voluntary sale of fractional shares (related to share consolidations), and minority shareholder petitions seeking permission to convene a general meeting of shareholders, etc.
  • Litigation seeking compensation for damages under the Financial Instruments and Exchange Act for false statements in disclosure documents, and the like.
  • System development litigation
  • Litigation confirming the invalidity of a dismissal, litigation seeking unpaid wages, litigation seeking compensation for damages from harassment, etc.
  • Responses to disputes related to a company’s management or control
  • Responses to Securities and Exchange Surveillance Commission, Fair Trade Commission, the securities exchanges and other regulatory authorities.

M & A

Each year, companies are increasingly utilizing M&A as a means of growth. Due to a lack of successors as a main factor, we have witnessed a rapid expansion of M&A cases at small and medium-sized enterprises to facilitate the advance and development of business. Depending on the nature of the company or the case, M&A often involves attention to a great number of regulations in addition to the Companies Act and Financial Instruments and Exchange Act, and complicated issues arising therefrom need to be addressed.
Since its founding, our firm has provided the comprehensive legal services shown below for countless M&A transactions.

Services Provided

  • Examination of schemes
  • Implementation of legal due diligence
  • Negotiation of contract terms and preparation of contracts and disclosure documents
  • Support for the closing of transactions
  • Advice on the effective implementation of post-merger integration
  • Response to troubles arising after the closing of transactions.

The cases our firm has successfully handled are diverse in terms of scale and nature, ranging from corporate acquisitions (stock acquisitions, takeover bids, stock exchanges, etc.), restructurings, joint ventures and other corporate tie-ups by listed companies and other large companies, to private equity, business succession for small and medium-sized enterprises, and the funding of venture companies.
Additionally, our firm has extensive experience in M&As involving conflicts of interest, carve-out M&As, and defence against hostile takeovers, all of which have increased in recent years, and we also provide advice to listed companies that have received friendly or hostile takeover bids (including advice to the special committees that compose these companies).
As a small and focused team of attorneys, and as individuals, our attorneys all have experience in a great number and range of M&A transactions, and are always mindful to provide prompt and accurate advice as a team, constantly striving for improvement and adaptation to new and changing market conditions and evolving legal requirements.


Corporate Governance & General Shareholders Meetings

The importance of corporate governance increases with each passing day, and the required content of corporate governance is becoming increasingly demanding for companies wishing to sustain growth and increase their corporate value over the medium- to long-term. Companies are required to continuously reassess their corporate governance systems based on engagement with their shareholders, institutional investors, business partners, employees and other diverse stakeholders.
Additionally, general shareholders meetings, which serve as a forum for dialogue with shareholders, are facing an era of transformation in which meetings are more often conducted virtually and materials are provided digitally, and an increasing number of shareholder proposals are filed by activist shareholders.
Our firm has a long track record and a wealth of knowhow regarding the field of corporate governance, the operation of general shareholders meetings and board of directors meetings, the role of inspectors for general shareholders meetings, and the design and other aspects of officer remuneration systems, and we are active in the dissemination of knowledge through publications, lectures and like activities. Based on our track record and knowhow, we provide hands-on services in a variety of situations, including the establishment of corporate governance systems, revolutionizing the management of general shareholders meetings and board of directors meetings, and addressing shareholder proposals.

Services Provided

  • Advice and support on the formation of corporate governance systems
  • Advice and support on organizational redesign
  • Advice and support on the formulation and operation of governance systems at listed subsidiaries
  • Advice and support on the operation of general shareholders meetings (normal responses / emergency responses)
  • Advice and support on strategic responses to activist shareholders
  • Advice and support on the operation of board of directors meetings (normal responses / emergency responses)
  • Advice and support on remuneration systems

General Corporate Law

On a daily basis, we are providing legal consultation services to clients in a variety of industries and sectors, including listed companies, small and medium-sized enterprises, venture companies, asset management companies, medical corporations, public interest incorporated foundations and general incorporated associations. We value the relationships of trust we have built with our clients, based on sustained work together, which make it possible for us to take on consultations and provide advice and support at the early stages of a legal issue. In addition, we utilize our knowledge in Litigation & Disputes, M&A, Corporate Governance, General Shareholders Meetings, Compliance & Risk Management, Finance and the like, to accumulate experience and encourage improvement in specialized areas, allowing us to provide the most suitable and prompt responses. We provide services ranging from initial phase consultations regarding decisions on new businesses, M&A and business reorganizations, to day-to-day reviews of contracts and internal rules, consultations regarding the need and scope of timely disclosures under securities exchange rules, and human resource and labor related consultations regarding the dismissals of officers or employees. We additionally provide support for evaluating the effectiveness of the board of directors, draft legal opinions regarding management decisions, engage in minority shareholder response measures, and assist with issues regarding inheritance and business succession at owner companies.

Services Provided

  • Advice and support on the execution of important business
  • Advice and support on trade related contracts
  • Advice and support on internal rules
  • Advice and support on the submission of securities reports, extraordinary reports and other disclosure documents under laws and regulations related to the Financial Instruments and Exchange Act, and timely disclosures under securities exchange rules
  • Human resource and labor related advice and support
  • Support for evaluating the effectiveness of the board of directors
  • Drafting of legal opinions
  • Advice and support on inheritance and business succession at owner companies, minority shareholder response measures

Compliance & Risk Management

The risks surrounding companies are diversifying day by day. The effective operation of an internal control system requires the regular assessment of risks, the establishment of an appropriate risk management system, monitoring and further measures before any troubles occur. Additionally, once a risk materializes or a scandal occurs, a company's future corporate value will be greatly impacted by its ability to take prompt and appropriate action, especially at an early stage. At our firm, we have multiple attorneys who have served as members of third-party committees on numerous occasions when serious corporate scandals had arisen, and are otherwise highly proficient in this field, including by actively disseminating and promulgating information and knowledge through books, professional publications and lectures. Based on this track record and knowhow, even in peaceful times, we provide a variety of services to prevent scandals and improve compliance, and in times of crisis, we collaborate with outside specialists, as necessary, to offer the timely and appropriate services required to minimize damage to corporate value.

Services Provided

  • Advice and support on the creation of an internal control system
  • Implementation of compliance and internal control training
  • Advice and support on the creation of a crisis response strategy
  • Advice and support during crises
  • Advice and support for internal investigations
  • Third party committee investigations


Regulation related developments regarding the strengthening or easing of regulations are more fast-paced than ever in the financial sector, which serves as the lifeblood of society. Financial transaction schemes and contract structures are becoming increasingly complex, and the acceleration of the fintech movement is rapidly blurring the boundaries that once existed between finance and non-finance matters.
Our clients include a large number of financial institutions in banking, trusts, securities and insurance, and we provide these sophisticated clients with a wide range of advice on a variety of laws and regulations, such as the Banking Act (including the Act on Engagement in Trust Business Activities by Financial Institutions), Trust Act, Trust Business Act, Financial Instruments and Exchange Act and the Insurance Business Act, both in individual cases and in other situations such as the development of new instruments and financial products. In particular, there are a large number of exemptions to the Companies Act established under regulations related to financial institutions, and our firm, with its wealth of experience in cases involving the Companies Act, is well suited for providing comprehensive advice on the regulations surrounding financial institutions and their activities.
We also draft contracts for our financial institution clients for structured financing transactions that utilize complex schemes with syndicated loans and subordinated loans. Conversely, we also have a wealth of experience from the side of the companies receiving financing (mainly listed companies), in the examination of schemes, the negotiation of contract terms and the drafting of contracts and disclosure documents related to financing, whether by debt or equity.
Additionally, in recent years we have provided fintech businesses with advice on related regulations such as the Fund Settlement Act, the Personal Information Protection Act and the Copyright Act, and with services in the preparation of contracts on the handling of data and AI.


Ventures & Advanced Technology

There is an increasing need for legal support, including legal compliance examinations for new businesses, the development of internal compliance systems, and financing support, not only at listed companies and traditional companies, but at start-up companies as well. Our firm also provides venture companies with the knowhow accumulated under the services of all six of the foregoing practices. Additionally, our firm has multiple attorneys who are well versed in the legal issues and special practices unique to a variety of industrial sectors, including emerging sectors (including, but not limited to, aerospace, fintech, agritech and other sectors using new technologies), we are capable of providing advice in line with the laws and regulations applicable to the relevant industrial sector, and we have established a one-stop system for providing the legal advice required in the founding stage for startup financing that utilizes various convertibles and equity, the design of founding stage executive compensation and IPO support, legal advice required in the listing examination, and legal advice required and at each subsequent phase of corporate activities. Additionally, our firm has a long track record in supporting investment in domestic and overseas startups on behalf of a variety of funds and angel investors, and has contributed to the startup ecosystem from both the issuing side and the investment side.