Corporate Advisory
We serve clients from a wide range of industries, including listed and non-listed companies, multinationals, financial institutions, private equity funds and venture capital funds. We provide them with a holistic view of legal risks and solutions and advise on their internal and external legal issues and transactions.
We advise on laws and regulations concerning investment, corporate matters, financial instruments and exchange, labour, intellectual property, personal information protection, pharmaceuticals and medical devices, construction and other industries. We also offer such services as legal due diligence, transaction structuring, and transaction contract drafting.
Our corporate advisory services cover
- Incorporation, mergers and acquisitions
- Corporate governance improvement and compliance support
- Obtaining licenses and approvals
- New share issuance and other finance transactions
- Communicating with regulatory and other relevant authorities
- Drafting and negotiating transaction contracts
- Franchising and sales agency
- Guiding the operation of the shareholders' meeting
- Formulating insider trading management rules, personal information use rules, and other internal rules of companies
- Responding to the requirements under personal information protection law, GDPR, and other data protection laws
- Developing employee incentive plans
- Resolving disputes over corporate control
- Investigating crisis incidents and establishing preventive measures
- Cross-border e-commerce and e-commerce transactions
In drafting contracts, negotiating and providing legal advice, we collaborate with litigation, arbitration, and other specialist dispute resolution lawyers to prevent and mitigate risks and help our clients develop strategies to achieve the most satisfactory results in the event of disputes.
M&A
As companies increasingly pursue a strategic global presence, the number of M&A deals is on a significant rise in Japan and abroad. M&A has become an important strategy for companies to accelerate their growth and expand their business. With our extensive experience in M&A, we help clients achieve their business goals by offering the following professional legal services:
- M&A structuring
- Legal due diligence
- Review and negotiation of M&A contracts
- Representation and response to review of concentration of undertakings
- Design and structuring of takeover bid (TOB), drafting and submission of TOB reservation agreements, TOB reports and other necessary documents to relevant authorities and legal support for interaction with relevant authorities
- Advice on interim reporting, substantial holding reporting, and other rules under the Financial Instruments and Exchange Act of Japan, and on stock exchange rules
- Support in structuring post-M&A corporate management and other internal systems, and advice on internal measures
We advise on M&A, capital partnership and investment transactions, covering industries including finance (e.g. banking, financial instruments trading and financial leasing), manufacturing (e.g. automotive parts, electronic parts and clothing), chemicals (e.g. pharmaceuticals, chemical products, cosmetics), telecommunications (e.g. software development, game production, film production and distribution), construction, real estate, hotels and guesthouses, catering, and retail.
Leveraging KWM’s global network across China and other Asian countries, Australia, Europe, North America, and the Middle East, we offer one-stop, multi-jurisdictional M&A services in Chinese, English, Japanese, and other languages.
