PRACTICE AREAS

Corporate Law M&A

From mergers of listed companies to minority investment by private equity funds, TMI can successfully handle M&A of all scales and forms, for all types and categories of business, both domestic and international.  This includes all phases of M&A such as structuring, due diligence, negotiation and drafting, documentation including notification documents and post-merger work.

For example, in the structuring phase, we provide multifaceted advice from attorneys well-versed in tax practice and accounting as well as the relevant regulations.  In this phase, TMI actively collaborates with affiliated accounting firms.  During due diligence, we organize optimized teams, based on the scale and category of business and which utilize our vast resources, to efficiently conduct thorough and effective research for each case.

Also, in dealing with regulations such as the Financial Instruments and Exchange Act and Antimonopoly Act, which are applicable to large-scale M&A, we can provide you with top-notch services.  These services may be the best in Japan since our attorneys include the former Secretary General of the Fair Trade Commission and attorneys who have worked at the Financial Services Agency, Securities and Exchange Surveillance Commission and the Fair Trade Commission.  At the same time, in dealing with M&A of listed Japanese companies, we have a reliable team of attorneys who have worked at the Tokyo Stock Exchange, the stock exchange for such companies.

Furthermore, our firm has abundant experience and superior performance in special M&A-related cases such as hostile takeovers and defending against them (including planning and formulation of anti-takeover measures and assistance in their implementation), and proxy fights.  Also, we provide high-quality services in handling all types of disputes (injunctive relief, litigation and non-contentious cases) arising out of M&A, utilizing the valuable experience of special counsel such as a former Supreme Court justice and a former Tokyo District Court Commercial Department judge of the Eighth Civil Division.

As for cross-border M&A, which have been increasing in recent years, we collaborate closely with our globally-recognized affiliated law firms (Simons & Simons (U.K.), Morgan, Lewis & Bockius LLP (U.S.), Arqis (Germany) and so on) and our overseas branches, especially in South East Asia, to provide you with both superior inbound and outbound M&A services.

Attorneys in this Practice Area

Related Articles and Publications

2019/08/15ARTICLE “SDGs and ESG Investments in the field of M&A”
2019/08/10ARTICLE “Legal Points to Note Regarding ‘Data M&As’ in which Corporations/Businesses with Accumulated Data are Acquired”
2019/07/20ARTICLE “M&A Supported by M&A-Specialists and Data-Specialists in the Data-Utilizing Era”
2019/07/16ARTICLE “Organizing M&A Methods for Social Welfare Corporations”
2019/06/17ARTICLE “Characteristics of M&A Contracts Related to Private Dealings in Europe and the U.S.”

Related Seminars and Lectures

2019/09/11EXTERNAL “M&A Practices in ASEAN”
2019/07/05EXTERNAL “Legal, Accounting and Tax Practice in Singapore”
2019/01/29EXTERNAL “Legal Points to Note Regarding Business Transfer-Type M&A – To Smoothly Transfer Business to the Satisfaction of an Owner and a Buyer”
2018/10/19EXTERNAL [No. 3746] Practice and Notable Points Regarding Management Integration between Local Banks – Including Responses to Business Combination Review by the Japan Fair Trade Commission”
2018/10/04Hosted / Co-hosted TMI Associates’ special seminar (Capital Markets Lecture): “New Developments in M&As in which Shares are Provided as Consideration”
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