Asset Management and Investment Funds

Our investment funds team has extensive experience in advising foreign investors and fund managers investing in Japanese listed companies. Our assistance includes:

Capital market regulations, including shareholding disclosure, derivatives disclosure issue, short-swing profit rules, joint holder considerations, and share buybacks
Passive or active engagement with issuers for optimization of corporate value
Shareholder rights, including proposal of AGM & EGM resolutions and appraisal cases
ESG promotion for issuers
Tender offers and takeover defense measures
FEFTA (including exemption advice and communication with regulators for clearance)
Antitrust approval
Securities litigation for damages arising from issuers’ false disclosures

We have extensive experience in advising foreign fund managers promoting funds to investors in Japan, from single property silent partnerships to multi-billion dollar real estate funds. We advise on all fund-related legal matters, from initial structuring to managing relationships with Japanese regulators, to compliance during the investment period (e.g. money laundering and regulatory reporting), to exit mechanisms.

Our team advises on fund structures including:

J-REITS
Silent Partnerships (“GK/TK”)
Joint ventures
Private equity and venture capital

Our team also advises offshore funds in connection with regulatory filings including:

Applications for licenses, including Type I and Type II business operator and asset manager licenses
Filings to facilitate offerings to qualified institutional investors
Annual business reports and other regulatory compliance
Compliance and data protection

When advising foreign clients, our firm can field a team of expert Japanese lawyers and foreign lawyers who have relevant experience and bi-cultural sensitivity. Our team can do business and draft documents in Japanese, English, German, Mandarin, Hindi, Korean, and Marathi, and provides services around the clock through our global affiliated offices.

Related Publications

Commentary on the Financial Instruments and Exchange Act, Vol. 1, Definitions and Disclosure System (Second Edition), SHOJIHOMU (2018) [Co-author]
Detailed Explanation on Possession of Large Volume System, SHOJIHOMU (2016)