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| 1 Corporate Reorganization and Restructuring |
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| Corporate reorganization and restructuring is one of the main practice areas of our firm, and our attorneys are well-versed in all aspects thereof, including bankruptcy, special liquidation, civil rehabilitation, and corporate arrangement. Our firm has done extensive work in all these areas, as well as matters relating thereto such as mergers and acquisitions, joint ventures, and business alliances, for a number of major multinational corporations. Some of our more prominent corporate reorganization and restructuring cases have involved, Maruko, Setouchi Country, Muramoto Kensetsu, Hotel Kawakyu, Toshoku, KSK Card, Kofuku Bank, Phoenix Resorts, Nihon Kokudo Kaihatsu, Dainippon Construction, and Footwork Express. In addition, our firm has extensive experience with respect to cross-border insolvency, such as cases involving Japanese corporations which have entered into bankruptcy proceedings abroad (for example, filing Chapter 11 in the United States). |
| 2 Mergers and Acquisitions |
| In the current M&A environment, companies are constantly facing issues ranging from how to handle a failing or insolvent division to the best method of achieving business strategies and steady growth. Our firm is able to respond to our domestic and international clientsf needs with respect to these issues, regardless of the industry, size of company or M&A issue. The broad range of M&A services we provide include transaction analysis, due diligence, negotiation and drafting of relevant agreements and documents, takeover defense mechanism planning, and other valuable services. |
| 3 Intellectual Property Rights |
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| As Japanfs previous manufacturing-based economy has made way for the increased use of intellectual capital for competitive purposes, the importance of intellectual property law has greatly increased. Our firmfs core group of intellectual property attorneys, consisting of two Japanese attorneys also licensed as Japanese patent attorneys (Benrishi) and attorneys in the United States, a Registered Foreign Attorney (Gaikokuho Jimu Bengoshi) from the United States, and a full-time Japanese patent attorney, handle all types of international and domestic intellectual property matters involving international and domestic patents, copyrights, trademarks, trade secrets and unfair competition. The scope of our intellectual property practice also includes civil, criminal and administrative matters involving litigation, administrative proceedings, and alternative dispute resolution. We also have an extensive intellectual property licensing practice encompassing counseling, negotiation, drafting, litigation, and arbitration with respect to licensing agreements, as well as related areas such as antitrust and sales and distribution issues. In addition, one of our attorneys recently served as a special counsel to the Japan Patent Office, where he was responsible for drafting a number of the recently revised provisions of Japanfs Patent Act. |
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| Our firm has many clients in the financial sector, including banks and other financial institutions, and our attorneys regularly provide such clients with legal services such as the analysis and drafting of documentation, assisting with leasing transactions and collection claims, and dispute resolution relating thereto. In addition, Japan has recently seen dramatic growth in real estate and other transactions involving structured finance and related mechanisms, and in connection therewith, our attorneys specializing in this area have provided legal opinions, risk analysis, and proper contracts and other documentation for our clients. Moreover, we have also created Special Purpose Vehicles (SPV) and used other innovative legal mechanisms to assist our clients with their financial transactions. Another service provided by our firm, and with which our attorneys have a great deal of experience, is legal counseling with respect to compliance with financial laws and regulations. |
| 5 Labor and Employment Law |
| In connection with recent extensive revisions to Japanfs labor and employment laws, it has become vital for companies to realign their business strategies in order to comply with such revised laws. Our attorneys have closely monitored these recent revisions and are prepared and able to provide highly competent legal advice with respect thereto. Our firm provides a wide variety of legal services to assist our clients in complying with the new laws and regulations, including counseling and representation in negotiations, administrative proceedings and litigation involving labor issues related to corporate restructuring, labor union negotiations, and labor and employment contracts. |
| Japanfs Corporations Code has recently undergone a series of major amendments designed to increase the transparency and effectiveness of corporate governance. In connection therewith, there are a great many new rules and regulations with which companies in Japan must comply. Our attorneys are highly knowledgeable and experienced with respect to corporate legal issues, and provide a wide range of related legal services, including counseling, negotiation, drafting of relevant documentation, and dispute resolution, with respect to the new laws and rules regarding shareholdersf meetings, issuance of stock, investment policies, asset transfers, stock transfers, shareholder agreements, mergers and acquisitions, corporate alliances and other issues relating to both foreign and domestic corporation. |
| 7 Litigation and Alternative Dispute Resolution |
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| Our firm has a great deal of experience in dealing with litigation as well as other types of dispute resolution. In addition to obtaining damages, injunctive and other relief for our clients through litigation, as well as protecting our clients from claims of others, our attorneys also regularly engage in alternative dispute resolution (ADR), such as arbitration, mediation (court-sponsored and private) and governmental proceedings. Our litigation and alternative dispute resolution practice is both domestic and international in scope, and we often represent foreign companies in Japan and also work with a variety of law firms around the world in order to achieve the best results for our clients. Our firmfs attorneys are active in a number of domestic and international ADR organizations, including the Japan Arbitrators Association and the Chartered Institute of Arbitrators (CIArb). In addition, we also assist foreign attorneys and law firms with litigation in Japan, including arranging and providing bilingual Japanese attorneys for depositions and other services. |
| It is expected that the emergence of the venture capital industry will serve as a means of revitalizing the Japanese economy, and governmental, private and educational institutions have actively begun trying to raise and attract venture capital. Our firm currently supports the efforts of incubators for the venture capital industry in Japan, primarily in the fields of biotechnology and information technology. Legal services our firm provides in connection therewith include analysis and advice regarding business models, intellectual property rights, acting as independent auditors, fund management, initial public offerings, mergers and acquisitions, and other types of legal advice and services. |
| 9 Real Estate and Commercial Development |
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| Our firm has often represented clients in real estate and related industries in connection with large-scale commercial projects and developments such as the construction of shopping malls, office buildings and apartments. We have contributed our expertise with respect to all legal aspects of such projects, including project planning, legal analysis and advice, drafting of all relevant contracts, and dispute resolution. In addition, with respect to cases involving landowners, developers and the construction of commercial buildings (including subleasing matters), our firm has assisted our clients with project planning and analysis, legal opinions, drafting of relevant agreements, and negotiation of rent and other expenses. Moreover, in connection with buildings, apartments and other rental properties, our attorneys provide clients with a broad range of legal services, including legal advice and dispute resolution with respect to the obstruction of sunlight and views, as well as noise pollution. Our attorneys also continue to work with clients after the completion of a project to assist them in addressing any legal issues which may develop. |
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| The current franchise system, through fast food chains, language schools, convenience stores and other franchises, has become a common feature of modern society. As a result, more and more people are taking advantage of the relatively low-risk investment necessary to become a franchisee, and are entering into franchise agreements. Consequently, the number of legal issues surrounding franchises has also increased, including issues and regulations relating to retail sales law, intellectual property, antitrust and unfair competition. Successfully dealing with these complex legal issues requires a great deal of knowledge and skill. As the current franchise system prevalent throughout the world was originally developed in the United States, U.S. franchising laws have strongly influenced franchising in Japan. Consequently, it is important for Japanese franchising attorneys to be versed in U.S. law. Our firm has two Japanese attorneys who specialize in intellectual property and franchising who have also studied, and become licensed attorneys, in the United States. In addition, we also have a Registered Foreign Attorney (Gaikokuho Jimu Bengoshi) from the United States who specializes in this area. |
| 11 Information Technology Law |
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| With the dawn of the Information Age and the development of highly advanced computer networks, business opportunities and technologies which would have been unthinkable ten years ago have now become commonplace. However, with these dramatic advances have come a variety of corresponding legal issues which must be addressed. These issues relate to a very broad range of legal areas, including e-commerce, intellectual property, antitrust, civil law, commercial law, criminal law, international law, and even national and international security. As one of the largest law firms in Osaka whose attorneys practice in a wide range of fields, including a Registered Foreign Attorney (Gaikokuho Jimu Bengoshi) from the United States who specializes in IT law, our firm has the expertise and experience necessary to handle the complex web of IT-related legal issues. Consequently, our combined expertise allows us to provide a very high level of specialized service and advice to our clients with respect to their IT-related legal concerns. |
| Among our firmfs clients are major insurance companies whom we have represented in connection with international and domestic tort litigation, interpretation of insurance policies and other matters. Our attorneys have handled insurance litigation and other types of dispute resolution involving auto, fire, marine, product liability and other types of insurance in domestic and foreign jurisdictions, and have obtained key judgments on behalf of our clients, many of which have involved important principles of insurance law and have resulted in published court decisions. |
| 13 Commercial Transactions |
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| Our firm recognizes that sales, distribution and other commercial transactions are the lifeblood of the world economy. Our attorneys are highly skilled and experienced in dealing with all types of international and domestic commercial agreements and transactions, including terms and conditions of sale, distribution agreements, sales representative agreements, consignment agreements, OEM agreements, license agreements, franchise agreements, and e-commerce. Moreover, our firm provides the full range of representation with respect to such transactions, from negotiation and drafting to closing and dispute resolution (including litigation, arbitration and meditation). Our services in this area are designed to benefit, as well as protect, our clients in often complex transactions which can involve the laws of many different jurisdictions. The fact that we have experienced Japanese attorneys who are licensed abroad, as well as a Registered Foreign Attorney (Gaikokuho Jimu Bengoshi) who specializes in this area, combined with our ability to counsel and provide legal services in both Japanese and English, means that we can provide high-quality, cost-effective representation to our clients with respect to their commercial transactions in Japan and around the world. |
| It goes without saying that tax implications are a vital aspect of any commercial transaction. Our tax attorneys have been very involved in taxation issues, one whom served as Chairman of the Tax Law Committees of the Osaka Bar Association and Federation of Bar Associations for the Kinki Region, and through other professional activities. In addition, our firm works with an extensive network of licensed tax accountants (Zeirishi), allowing us to provide comprehensive and accurate advice to our clients. In addition, as current economic conditions have resulted in an increased number of disputes involving taxpayers and tax authorities, our firm often assists clients with such matters, including the filing of objections as well as representation in administrative proceedings and litigation. |
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| Since the end of World War II, changes in the structure of Japanese society, as well as an increased standard of living, have been accompanied by certain increased dangers to the lives, health and property of its residents. As a result, legal causes of action have been created with respect to traffic accidents, pollution, product liability and other areas of tort law that previously did not exist. In recent years, lawyers, judicial scriveners, public accountants, real estate brokers and other professionals have become the targets of claims for damages; moreover, with the worldwide expansion of economic activity, there has been a corresponding increase in the number of international lawsuits claiming enormous damages. The foregoing trends have meant that, while there has been an increase in the protection of individual rights, there has also been an increase in the risk associated with business activities. Our firm has a great deal of expertise and experience in dealing with tort claims, and our attorneys are constantly using their knowledge and skill to represent our clients with respect to tort actions involving new types of damage claims and related legal issues. |
| 16 Family, Criminal and Juvenile Law |
| Our firm has significant experience in handling family and personal legal issues and disputes, and has always considered this an important practice area of our firm. Our firm is able to handle cases involving divorce, wills and other family matters, as well as the accompanying issues of child custody, division of property, tax, and related issues with a high degree of knowledge, skill and sensitivity that allows us to achieve positive results for our clients. In addition, attorneys in our firm are actively involved in public defender programs as well as handling juvenile cases. |
| 17 Educational and Other Activities |
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| Engaging in educational activities and disseminating our expertise to others are core values of our firm. Attorneys from our office have taught as lecturers at prestigious Japanese universities such as Osaka University, Osaka Municipal Prefecture University, Kwansei Gakuin University, and Konan University, and with the advent of Japanfs new law school system, our attorneys are currently teaching as full professors or lecturers at prestigious universities such as Kyoto University, Kinki University, Kwansei Gakuin University, Ritsumeikan University and Kobe Gakuin University. Other activities engaged in by our lawyers have included giving lectures at the Duke University School of Law in the United States, assisting Japanfs Ministry of Justice with projects for bringing modern legal systems to developing Asian nations, holding leadership positions within the American Chamber of Commerce in Japan (ACCJ), providing internships for foreign law students, and significant pro bono work. In addition, our attorneys are frequently invited to speak (in both Japanese and English) at seminars and other professional and educational functions. |
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