We are pleased to share the May 2023 issue of Japan Corporate & Finance Insights. This newsletter is designed to keep you current on what we consider to be important recent legal developments involving Japanese corporate and finance matters.
Amendment to the Tax Law (By Hiroyuki Yoshioka and Daisuke Tanaka)
On December 16, 2022, the Liberal Democratic Party released the outline for the 2023 Tax Reform (“Outline”) which mainly focuses on revitalizing the economy by distributing assets and funds to various sources. The congress passed tax law amendment (“Amendment”) in relation to the Outline on March 28, 2023, and the Amendment was published on March 31, 2023 and became effective on April 1, 2023 unless otherwise stipulated. In this newsletter, we will introduce the main content of the Amendment to the tax law related to corporate matters such as (i) the Spin-off, (ii) the Qualified Stock Option, (iii) the Share Delivery and (iv) the Global Minimum Tax Rules.
Important Judicial Decisions relating to Shareholders’ Meetings (By Takahiro Fuchigami, Hikocho Irie and Xiaojing Zhou)
One of the main concerns for foreign shareholders investing in Japanese companies may be how shareholders’ meetings are managed in Japan. In this regard, two interesting and important court decisions were issued in 2021 concerning (i) whether shareholders can propose matters that may not be realized, and (ii) how a company should interpret voting action taken by shareholders, while leaving open several unanswered questions. This article provides an overview of these two cases and then discusses significance of the court decisions.