ARTICLES & PUBLICATIONS

“Validity of Provisions Stipulating Duty not to Compete in Franchise Contracts: From Cases of Filing Provisional Injunctions to Former Franchisees”

Author Attorneys : Yoshihiko FUCHIBE / Kentaro TANAKA / Masato TANAKA
Practice Area Alliances / Commercial Litigation / Corporate Law
MediaBUSINESS LAW JOURNAL
Issue/PageFebruary 21, 2014 issue, pgs.64-73
PublisherLexisNexis Japan
Other InformationWritten in Japanese
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Attorneys in this Practice Area

2019/03/26ARTICLE “Introduction to Startups in Israel (14-Article Series)”
2018/09/21BOOK “Handbook for Professional Practices Regarding Legal Due Diligence For Each Type of Business”
2018/08/21ARTICLE “[Special Feature] Points of Corporate Governance of ‘Unlisted Companies’: CG Code Elements that Unlisted Companies Should Introduce”
2018/07/01ARTICLE “Commercial Contracts 2018 (Japan)”
2018/03/30BOOK “Business Alliance Agreements in Practice Based on Different Situations [Vol.3]”
2017/12/21ARTICLE “Looking into the Popular Seminar at the University of Tokyo Graduate Schools for Law and Politics: The Business of a General Trading Company and the Roles of Its Legal Department”
2017/12/05BOOK “Corporate Legal Affairs As Learned Through Professional Practice – From Lectures at the University of Tokyo Graduate Schools for Law and Politics”
2017/09/13BOOK “100 Questions and Answers on Professional Practices in Finance Changed by Amendments to the Civil Law”
2017/07/01ARTICLE “Commercial Contracts 2017 (Japan)”
2017/06/22ARTICLE “A Guide for Legal Due Diligence in M&A According to Business Type: [Vol.10 (Final)] M&A in the Travel Industry”
2017/05/22ARTICLE “A Guide for Legal Due Diligence in M&A According to Business Type: [Vol. 9] M&A in the Nursing Care Industry”
2017/04/06BOOK “International Franchise Handbook 2nd Edition”
2017/03/24ARTICLE “A Guide for Legal Due Diligence in M&A According to Business Type: [Vol. 7] M&A for E-Commerce Businesses”
2017/03/22BOOK “The Franchise Law Review – Edition 4”
2017/01/25ARTICLE “Practical Explanations of Realistic CSR Clauses in Order to Avoid ESG Risks”
2017/01/23ARTICLE “A Guide for Legal Due Diligence in M&A According to Business Type: [Vol. 6] M&A in System Development Industry”
2017/01/23ARTICLE “[Horizon] Venture Companies Should Be Better Armed from a Legal Perspective”
2016/12/22ARTICLE “Feature: How to Respond to Items Detected as a Result of Due Diligence Which Influence the Success or Failure of M&A”
2016/12/22ARTICLE “A Guide for Legal Due Diligence in M&A According to Business Type: [Vol. 5] M&A in the Logistics Industry”
2016/12/16BOOK “Navigating Entrepreneurship”
2016/11/25ARTICLE “A Guide for Legal Due Diligence in M&A According to Business Type: [Vol. 4] M&A in the Retail Industry Part 2”
2016/10/20ARTICLE “A Guide for Legal Due Diligence in M&A According to Business Type: [Vol.3] M&A in the Retail Industry Part 1”
2016/08/22ARTICLE “A Guide for Legal Due Diligence in M&A According to Business Type: [Vol.1] M&A in the Manufacturing Industry Part 1”
2016/08BOOK “Handbook for Personal Information Management”
2016/05/27BOOK “Professional Practice Regarding Intellectual Property Due Diligence Leading to Successful M&A [3rd Edition]”
2016/03/20BOOK “Preventive Measures and Countermeasures for Problems with Franchise Agreements Based on Different Situations”
2016/03/01BOOK “The Franchise Law Review – Edition 3”
2015/09/01BOOK “Legal Work Handbook for Corporate Officers <2nd Edition>”
2015/07/10ARTICLE “The Meaning of ‘Disclosure’ as Grounds for Exclusion from Representations and Warranties (the Community Square Case)”
2015/06/20ARTICLE “[Serial Article] Lecture on International Legal Work for Company Presidents: [Part 1] Do Not Simply Believe Other Companies – Preliminary Surveys Are Actually Important in Overseas M&As”
2015/05/22ARTICLE “Preventive Measures and Countermeasures for Problems with Franchise Agreements Based on Different Situations No.8 – Points to Keep in Mind in M&As Targeting Franchisers”
2015/05/20ARTICLE “Trends in and Analysis of Judicial Precedents Concerning Representations and Warranties in Japan and Possibilities of Utilization of Insurance”
2015/01/01ARTICLE “Explanation of the Important Points of the Draft Ordinance for Enforcement of the Companies Act and the Ordinance on Accounting of Companies”
2014/11/21ARTICLE “Measures to Avoid and Address Troubles Arising from Franchise Agreements Based on Different Situations; How Should the Franchisees’ Discretion Regarding Operations and the Interventions by Franchisers be Balanced?”
2014/10/20ARTICLE “How to Prevent and Address Troubles Incidental to Franchise Agreements; Based on Different Situations; What Kind of Information Should be Provided when Soliciting Franchisees?”
ARTICLE “Q&As on the Amended Companies Act and How to Deal with them in Legal Practice I – Amended Clauses related to Corporate Governance”
2014/07/15BOOK “Law as a Matter of Business Practice”
2014/04/21ARTICLE “Relationship between Legal Department and Law Firm – As Wheels to Create Competitive Companies”
March 25, 2014BOOK “Dictionary for Board Members for Problem Solving Method Through Actual Cases”
March 26, 2014BOOK “Bible for Preservative Attachment and Debt Collection – Basic Preparation and Emergency Response”
2014/03/10BOOK “Legal Practice on Collaboration Agreements According to the Situation”
2013/11/19BOOK “Business Legal Skill Training”
2013/10/01ARTICLE “Considerations on Claiming the Application of Article 94 Clause 2 and Article 110 of the Civil Code by Analogical Inference in Lawsuits”
2013/11/21ARTICLE “[Feature Article 2] ‘Solved by Q&A! Employment and Labor Practice Among Parent and Subsidiary Companies’ Issues Subsidiary Companies Face that Parent Companies Should Know”
2013/10/21ARTICLE “Legal Due Diligence Contributing to Corporate Management”
2013/06/24ARTICLE “Feature Article Vol.2: Unexpected and Important Points on M&As; Permission and Business Regulations that Legal Department should Know”
2013/04/05BOOK “Professional Practice Regarding Intellectual Property Due Diligence Leading to Successful M&A [2nd Edition]”
2013/04/05BOOK The Practice of Intellectual Due Diligence Leading to Successful M&As (2nd Edition)
ARTICLE A commentary on judicial precedent co-authored by Attorney Nobuaki Iwashina and Attorney Kentaro Tanaka was published in Zeimu Koho.
ARTICLE An article written by Attorney Yoshihiko Fuchibe was published in the January 2013 issue of Business Homu.
ARTICLE An article written by Attorney Yoshihiko Fuchibe was published in the December 2012 issue of Business Law Journal.
2012/09/26 BOOK “Answer Book on Royalty Practices – Legal, Accounting and Tax Practices regarding License Agreements and Method of Royalty Auditing”
2012/08/29BOOK “How to Read and Prepare Agreements”
2012/01/24ARTICLE “Corporate Reorganization and Intellectual Property Rights”
ARTICLE An article supervised by Attorney Yoshihiko Fuchibe and written by attorneys from our firm was published in the November 2011 issue of the Business Houmu.
ARTICLE An article by Attorney Yoshihiko Fuchibe was published in the September 2011 issue of the M&A Review.
2011BOOK “Introduction to Legal Affairs on the Companies Act (4th edition)”
ARTICLE An article by Attorney Yoshihiko Fuchibe was published in the September 2011 issue of the Business Law Journal.
ARTICLE An article by Attorney Yoshihiko Fuchibe was published in August 2011 issue of the Business Law Journal.
2011/05BOOK “Business Alliance Agreements in Practice”
BOOK “The Backstage of Corporate Acquisition ―Introduction to M&A―”
ARTICLE An article coauthored by Attorney Yoshihiko Fuchibe and Attorney Miyoshi Yamada was published in the Business Homu.
ARTICLE Attorney Yoshihiko Fuchibe’s article was published in Kenkyu Kaihatsu Leader.
ARTICLE Attorney Yoshihiko Fuchibe’s article was published in BUSINESS LAW JOURNAL.
ARTICLE Attorney Yoshihiko Fuchibe’s article was published in Chizai Kanri.
ARTICLE Attorney Yoshihiko Fuchibe’s article was published in the Kaisha Homu A2Z.
ARTICLE Attorney Yoshihiko Fuchibe’s article was published in Nikkei Business.
BOOK “Responses to Environmental Risks in M&A,”
ARTICLE Attorneys Yoshihiko Fuchibe and Satoshi Ogawa co-wrote an article published in the May 2008 issue of Business Houmu.
BOOK “Royalties in Practice: Contracts in the Licensing Business and Auditing Know-how”
BOOK “Practice and How to Handle Cross-border M&A”
BOOK “Practical Know-how for Negotiations and License or Alliance Contracts with Foreign/Domestic Manufacturers, Universities, and Public Research Organizations”
ARTICLE Attorneys Yoshihiko Fuchibe and Ken Shimono’s article “M&A: Post-merger Legal Issues and Strategy (second part) -Integration Process after M&A” will be published in the February 2006 issue of MARR.
ARTICLE Attorney Yoshihiko Fuchibe’s article “Applications of ‘Representations and Warranties’ and Insurance for Smooth M&A Procedures” will be published in the December 2005 issue of Business Homu.
ARTICLE Attorney Yoshihiko Fuchibe’s article “Determining Factors for M&A Success and Failure – Importance of Post-merger” was printed in the October 1, 2005 issue of Junkan Keirijouhou.
ARTICLE Attorney Yoshihiko Fuchibe’s article “Auditing Royalties: Contract Issues to Guarantee Payment and Clause Examples” will be published in the August 10, 2005 issue of Junkan Keirijouhou.
ARTICLE Attorneys Yoshihiko Fuchibe, Takeo Yamada, Yasuko Teraura, Takushi Saito, and others wrote the article “Establishment, Management, and Dissolution of Joint Venture Companies” to be published in two parts in the June 5 and 15, 2005 issues of Commercial Law Review.
ARTICLE Attorney Yoshihiko Fuchibe and Simmons and Simmons lawyer Rikako Beppu’s comments for the discussion Candid Opinions from Inhouse Legal Departments and Law Firms will be included in a special feature published in two parts in the February and March 2004 i
ARTICLE Attorneys Yoshihiko Fuchibe, Atsushi Ogino, and Tomoo Shibano’s article “Problems with Minority Shareholders Calling a General Shareholders Meeting” will be published in the July 15, 2003 issue of Commercial Law Review.
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2019/05/15ARTICLE “Q&As on the Practice of the Financial Instruments and Exchange Act (Vol. 6): The Application of Tender Offer Regulations to Voluntary Tender Offers”
2019/04/21ARTICLE “How to Balance Legal Due Diligence”
2018/09/21BOOK “Handbook for Professional Practices Regarding Legal Due Diligence For Each Type of Business”
2018/09/21BOOK “Points To Note When Preparing Service Agreements”
2018/07/01ARTICLE “Commercial Contracts 2018 (Japan)”
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2018/05/05ARTICLE “A Guide for Principles for Preventing Corporate Scandals in Listed Companies [Vol. 2]”
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2018/03/30BOOK “Business Alliance Agreements in Practice Based on Different Situations [Vol.3]”
2018/02/15ARTICLE “Points to Be Considered Regarding Collective Engagement under the Financial Instruments and Exchange Act”
2018/01/01ARTICLE “Japan chapter of Getting The Deal Through”
2017/10/01ARTICLE “Hostile Shareholders’ Proposal, Basis for Evaluation and Compatibility – Regarding Proposals on Election of Directors”
2017/07/17BOOK “Hazards in Business – The Truths of Conspiracies”
2017/07/01ARTICLE “Commercial Contracts 2017 (Japan)”
2017/03/25ARTICLE “The Latest Professional Practice Regarding Class Shares (Vol.6): Trends in Professional Practice Regarding Class Shares in the U.S.”
2017/03/01ARTICLE “The Revised Act on the Protection of Personal Information”
2017/02/25ARTICLE “The Latest Professional Practice Regarding Class Shares (Vol.4): Startup Finance Using Class Shares”
2017/01/25ARTICLE “Practical Explanations of Realistic CSR Clauses in Order to Avoid ESG Risks”
2017/01/01ARTICLE “Japan chapter of Getting The Deal Through”
2016/08BOOK “Handbook for Personal Information Management”
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2016/06/25ARTICLE “Recent Scandals Involving Big Companies and Issues of Governance Reform”
2016/05/05ARTICLE “Supervisory Viewpoints, etc. Based on the Revision of the System of Specially Permitted Businesses for Qualified Institutional Investors, etc.”
2016/03/01BOOK “The Franchise Law Review – Edition 3”
2016/02/15ARTICLE “Professional Practice Regarding the Securities on Alert System and the Performance Thereof”
2016/02/01ARTICLE “New Business Models and Japan-specific Regulations therefor”
2016/01/01ARTICLE “Japan chapter of Getting The Deal Through”
2015/12/15ARTICLE “New Trends in Venture Financing – Legal Practice and Issues in an Early Round Financing”
2015/11/24ARTICLE “Negotiations after the Outbreak of Conflict with Clients”
2015/11/24ARTICLE “Points to Consider in Negotiations According to Types of Contract Clauses”
2015/10/25ARTICLE “Practical Explanations of the Latest M&A Precedents Vol. 20/Final: The Case in which Corporate Tax was Imposed by Applying the Anti-Avoidance Rule Concerning Organization Restructuring (The Yahoo Case)”
20015/10/13BOOK “Understand the System in 30 Minutes! 30 Q&As on the ‘My Number’ System with Graphical Explanations”
2015/09/24ARTICLE “[Serial Article] Forefront of the Healthcare Business – Final Chapter: Laws and Regulations Relating to the Genetics Business”
2015/09/01BOOK “Legal Work Handbook for Corporate Officers <2nd Edition>”
2015/08/20ARTICLE “[Serial Article] Forefront of the Healthcare Business – Issue 5: Indicating Function Claims for ‘Health Foods’”
2015/08/10ARTICLE “[Vol.19] Refusing to Make Payment after a Closing Date in Cases Where a Condition Precedent for Closing is Not Satisfied”
2015/08/01ARTICLE “Cybersecurity Requiring the Active Involvement of Legal Departments”
2015/07/17ARTICLE “Illiquidity Discount in Connection with a Share Purchase Demand Case”
ARTICLE “New Method of Venture Financing – the Present Situation and the Future Prospects of Equity Crowdfunding in Japan and the U.S.”
2015/06/25ARTICLE “An Explanation on the Amendments to the Order for Enforcement of the Financial Instruments and Exchange Act, etc. – in Connection with the 2014 Amendments to the Financial Instruments and Exchange Act, etc. (Those to be Enforced Within One Year)”
2015/06/20ARTICLE “[Serial Article] Lecture on International Legal Work for Company Presidents: [Part 1] Do Not Simply Believe Other Companies – Preliminary Surveys Are Actually Important in Overseas M&As”
2015/06/15ARTICLE “Financing by Venture Companies”
2015/06/01ARTICLE “Consideration on Appraisals of Unlisted Shares in Connection with Requests for Purchases of Shares”
2015/05/27ARTICLE “[Serial Article] Forefront of the Healthcare Business – Issue 3: The Trends of Amendments to the Medical Services Act”
2015/05/26ARTICLE “Building the Foundation for the Utilization of Big Data – Amendments to the Personal Information Protection Law”
2015/05/25BOOK “Basics of Legal Practice related to M&As”
2015/06/16BOOK “Cross-border Business Revitalization – Case Studies and the Latest Legal Practice Overseas”
2015/05/22ARTICLE “Preventive Measures and Countermeasures for Problems with Franchise Agreements Based on Different Situations No.8 – Points to Keep in Mind in M&As Targeting Franchisers”
2015/05/20ARTICLE “Trends in and Analysis of Judicial Precedents Concerning Representations and Warranties in Japan and Possibilities of Utilization of Insurance”
2015/04/22ARTICLE “Acquisition Schemes in the US – A Two-Step Merger Process Utilizing the Delaware General Corporation Law Section 251(h)”
2015/04/10ARTICLE “Liability for Damages Arising from Delisting of Securities of a Listed Company from the Stock Exchange”
2015/04/05ARTICLE “Commentary on the ‘Draft Corporate Governance Code’ [Vol.3]”
2015/3/25ARTICLE “Commentary on the ‘Draft Corporate Governance Code’ (Vol.2)”
2015/01/30BOOK “Article-by-article Explanations of the 2014 Amendments to the Financial Instruments and Exchange Act”
2015/02/10BOOK “Important Points in the Financial Instruments and Exchange Act for Corporate Legal Work”
2015/01/10BOOK “Casebook of Civil Procedure Laws of Japan”
2015/01/05ARTICLE “The Draft Outline of Amendments to the Civil Law and Its Effects on the Operations of Banks”
2015/01/01ARTICLE “Explanation of the Important Points of the Draft Ordinance for Enforcement of the Companies Act and the Ordinance on Accounting of Companies”
2015/01/01ARTICLE “Japan Chapter of Getting the Deal Through”
2014/11/26ARTICLE “[Early Spring Project] 2014 in Review; 10 Important Court Precedents for Business”
2014/11/21ARTICLE “Measures to Avoid and Address Troubles Arising from Franchise Agreements Based on Different Situations; How Should the Franchisees’ Discretion Regarding Operations and the Interventions by Franchisers be Balanced?”
2014/11/18ARTICLE “M&As in Australia”
2014/11/19BOOK “Q&A Regarding the Amendment to the Law of Obligations; Evolving Financial Transactions”
2014/10/20ARTICLE “How to Prevent and Address Troubles Incidental to Franchise Agreements; Based on Different Situations; What Kind of Information Should be Provided when Soliciting Franchisees?”
2014/10/1701ARTICLE “A Review of the Issuance and Continuous Disclosure System Concerning Specific Securities”
2014/09/05ARTICLE “A Review on the Securement of Market Reliability”
2014/08/25ARTICLE “The Financial Instruments and Exchange Act and Related Legislation”
2014/07/16ARTICLE “[Strategies and Legal Work in M&A] Practical Issues Regarding Expansion to Indonesia and Capital Increases – Taking into Consideration the New Negative List Revised in April, 2014”
2014/07/15BOOK “Law as a Matter of Business Practice”
2014/05/30BOOK “Destinations of Corporate Court Case Theory”
2014/04/25ARTICLE “Review on Issuance or Continued Disclosure Regulations, etc. on Specified Securities, Strengthening of Financing Equity Fund by Banks, etc., and Reviewing Asset Management Regulations Based on AIJ Investment Advisory Case”
2014/04/21ARTICLE “Relationship between Legal Department and Law Firm – As Wheels to Create Competitive Companies”
March 25, 2014BOOK “Dictionary for Board Members for Problem Solving Method Through Actual Cases”
ARTICLE “Legal Issues on Initial Public Offering (IPO): Various Disclosure Items to Investors”
March 26, 2014BOOK “Bible for Preservative Attachment and Debt Collection – Basic Preparation and Emergency Response”
2014/03/10BOOK “Legal Practice on Collaboration Agreements According to the Situation”
2014/01/10ARTICLE “Vol. 1: Injunction of Third-Party Allotment to General Incorporated Association Aimed for Implementing Japanese ESOP (The Daiya Tsusho Case)”
2013/12/21ARTICLE “Development of Cash Out Method”
2013/11/19BOOK “Business Legal Skill Training”
2013/11/05ARTICLE “Diversification etc. of Funding and the Capital Policy Method of Investment Corporations”
2013/11/05ARTICLE “Imposing Administrative Penalties on Acts such as Assisting Production of False Disclosure Documents”
2013/11/10ARTICLE “The Effect that the Supreme Court Judgment of September 4, 2013 Regarding Inheritance of a Child Born Outside of Marriage Has on Life Insurance Practice”
2013/11/21ARTICLE “[Feature Article 2] ‘Solved by Q&A! Employment and Labor Practice Among Parent and Subsidiary Companies’ Issues Subsidiary Companies Face that Parent Companies Should Know”
2013/09/26BOOK “Specialized Lawsuit Lecture (Vol. 7): Corporate Lawsuits –Litigation, Non-contentious Case, Provisional Injunction”
2013/10/21ARTICLE “Legal Due Diligence Contributing to Corporate Management”
2013/04/05BOOK The Practice of Intellectual Due Diligence Leading to Successful M&As (2nd Edition)
2009/02~2013/01ARTICLE “Legal Lessons Useful for Employee Training” (Koho Kaigi 2009/02~2013/01)
2012/09/26 BOOK “Answer Book on Royalty Practices – Legal, Accounting and Tax Practices regarding License Agreements and Method of Royalty Auditing”
2012/08/29BOOK “How to Read and Prepare Agreements”
2012/06/20BOOK “Handbook of Legal Affairs for Company Executives”
2012/01/24ARTICLE “Corporate Reorganization and Intellectual Property Rights”
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2011/12/22BOOK “Guidebook for Ordinances for the Exclusion of Organized Crime Groups”
2011/07/31BOOK “Legal Consultation for Companies Regarding the Earthquake Disaster and Recovery from the Disaster -Based on the Experiences of the Great East Japan Earthquake-”
2011/01/14BOOK “Q&A: A Detailed Explanation on the Practice of Adjustments in Closing Accounts”
2010/12ARTICLE “The Details and the Prospects of the Corporate Legal System Revised by the Ministry of Economy, Trade and Industry” MARR, 2010.12
ARTICLE Attorney Yoshihiko Fuchibe’s article was published in Kenkyu Kaihatsu Leader.
ARTICLE Attorney Yoshihiko Fuchibe’s article was published in Chizai Kanri.
ARTICLE Attorney Yoshihiko Fuchibe’s article was published in the Kaisha Homu A2Z.
2009/01ARTICLE TMI’s attorneys wrote articles published in The Lawyers.
ARTICLE An article about a discussion meeting that Attorney Yoshihiko Fuchibe participated in was published in M&A Review.
2008/11/01ARTICLE “Legal Issues and Measures on Stand-Alone Strategy in Acquisition of the Group Subsidiary Company”
ARTICLE The article written by Attorney Taku Matsumoto and Attorney Kosuke Nakagawa was published in MARR.
2008/01ARTICLE “Legal Review of Corporate Legal Affairs: Summary of the Top-10 Issues for 2008” (the January 2008 edition of Business Houmu)
2007/07/01ARTICLE “An Analysis of Appraisal Rights”
2006/03/01ARTICLE “Utilization of Class Shares under the Companies Act”
2000/07/05ARTICLE “Q&A on the Revised Commercial Code”
2000/02/01ARTICLE “M&A and Personnel Issues – Labor Contract Succession in Corporate Restructuring”