Anderson Mori & Tomotsune
Anderson Mori & Tomotsune is one of Japan’s Big Four independent firms with a history traced back to 1952 as O'Gorman, Nattier & Anderson, before taking its current name following the merger with Tomotsune & Kimura in 2005. The firm has close to 450 attorneys and offices in Tokyo, Nagoya, Osaka, Beijing, Shanghai, Hong Kong, Bangkok, Ho Chi Minh City, Singapore and Jakarta.
Focusses / specialisms
The firm is a leading full-service firm and is strong across the board in financial and corporate transactional matters. It excels in capital markets work where it has a strong reputation in the primary offerings of samurai bonds, uridashi offerings, J-Reits, equity offerings, and international offerings of convertible bonds by Japanese issuers.
Key clients
Key clients of the firm include Apollo Global Management, Bain Capital, Daibiru Corporation, MUFG Bank, Mizuho Bank, Sumitomo Mitsui Banking Corporation, Cosmo Energy Holdings, JERA, KOKUYO and Hokuriku Electric Power Company.
Research period review: 33rd edition (2022/2023)
During the research period, the firm has been active in banking, capital markets, M&A, private equity, project finance and project development work.
The banking team was occupied by advising lenders, sponsors, arrangers, and underwriters from Americas, Europe and Asia in various matters, including corporate and syndicated loans, LBO finance, secured transactions, asset finance, factoring, structured finance, acquisition finance and DIP finance.
In the capital markets, the firm was very active advising debt and equity capital markets transactions, both inbound and outbound, including samurai bonds, uridashi offerings, IPOs, convertible bonds, J-REITs, and securitization transactions.
In the corporate sector, the firm was busy representing global financial institutions, multinational corporations and private equity funds in domestic and cross-border M&A transactions. Active industries include real estate, projects, energy, manufacturing, healthcare, TMT, fintech and fashion.
In the project space, the team continues to advise on market-leading energy and resources projects, as well as transactions domestically and internationally. The firm was busy assisting clients in relation to a biomass power project, cross-border projects, mega-solar project, and wind projects.
Deal highlights: 33rd edition (2022/2023)
The $900 million overseas issuance of guaranteed bonds of Japan International Cooperation Agency.
Sumitomo Mitsui Banking Corporation's update of €20 billion of SMBC Covered Bond Programme.
KKR & Co’s ¥230 billion acquisition of KJR Management.
The 112MW biomass power project in Sendai, Japan.
No. 2 and No. 3 biomass power plants in Hokkaido, Japan.
Client feedback: 33rd edition (2022/2023)
Banking
“AMT has been extremely helpful in all the aspects of the deal, by responding and providing us with practical legal advice/opinions in a timely and cost-efficient manner.”
“Good value for money, responsive, provide us with a timely advice, well-written English memo on Japanese law matters.”
“They prepared well-structured and detailed documents.”
Capital markets
“Gave solid advice to cover requirements to expand the business.”
“AM&T knows regulatory requirements and market practice very well. Also understands client's policy and strategy very well.”
“Great knowledge and experience on the capital markets field.”
Financial services regulatory
“Their knowledge is without parallel, and they are able to provide the advice in a practical and effective manner.”
“High-quality service with reasonable fee level.”
Asset finance
“Anderson Mori & Tomotsune provided proper advice for documentation.”
“Deep knowledge.”
Project finance
“AMT has the highest-level skills, knowledge and experience in this area and gave us excellent work product with speed and reasonable fee.”
“Excellent professional advice on project financing, especially in renewable energy sector.”
M&A
“The level of services has been satisfactory in every respect. We are satisfied with their expertise, and prompt and accurate response to the risk of frequent regulatory changes. They have also been very attentive to our communication requirements, and we have been able to receive their advice with peace of mind. In terms of costs, they are flexible and fair in adjusting to different situations, which is very helpful.”
Insolvency
“They provide us with thoughtful responses very quickly in a limited amount of time. The cost is reasonable compared to other foreign law firms. The secretary's handling of related matters such as issuing invoices is very good, too.”
Daisuke Tanimoto
“Good knowledge overall.”
“He has extremely high expertise and practical knowledge and gives us realistic and practical comment based on the client's circumstances in a timely manner. He has a very good personality and is a leader in the industry, but he is friendly and very easy to talk to.”
Eiji Sakai
“Quick response.”
“Very client-orientated, values communication and relationship, and most of all, he provides the best possible solution for his clients.”
Fujiaki Mimura
“He has good acumen in financial transactions. He is a prestigious lawyer in financial society.”
Hiroki Sekibata
“He is a specialist in corporate issues. He responds very proactively.”
Keisuke Hatano
“Prompt and timely advice; well-written English memo; client-friendly; responsive.”
Isao Shindo
“Shindo sensei has industry-leading knowledge and experience for banking and securities regulatory matters in Japan.”
Kunihiko Morishita
“Morishita sensei knows how to deliver the advice we need.”
“In-depth understanding of the applicable legal and regulatory framework and practical interpretation.”
“Morishita sensei has industry-leading knowledge and experience in banking and securities regulatory matters in Japan. He always provides us with practical legal advice/opinions in a timely and cost-efficient manner.”
“In-depth knowledge and understanding of the relevant law and regulations and the industry practice.”
Norifumi Takeuchi
“Norifumi is a seasoned professional with deep knowledge and understanding of our business/product and has excellent skills to suggest reasonable solutions for stakeholders.”
Naoyuki Kabata
“Provided proper advice for documentation.”
Takehisa Sato
“He knows market practice and regulatory requirements very well, and always tries to meet client's requests.”
Reiji Takahashi
“Deep knowledge and expertise on project finance.”
Shintaro Takeoka
“Responsibility and great knowledge.”
Atsumi & Sakai
Atsumi & Sakai
Atsumi & Sakai was formed in 1994 as Atsumi & Usui before adopting its current name in 2010 following the acquisition of a practice group from TMI Associates. The firm has close to 150 lawyers and offices in Tokyo, London and Frankfurt. It was the first Japanese law firm to register as a joint venture between Japanese and foreign lawyers in 2005, and in 2013 it formed a joint venture with the German law practice of Markus Janssen. In 2021, the firm launched an affiliate office in New York, Atsumi & Sakai New York.
Focusses / specialisms
The firm is best known for its structured finance and securitization work, but also has a strong project development and finance practice.
Key clients
Key clients of the firm include Anchor Ship Partners Co., Oasis Management Company, Rays Company (Hong Kong), Yamato Industry, Mitsubishi Research Institute (MRI), the Japan Research Institute and EY Strategy and Consulting.
Research period review: 33rd edition (2022/2023)
During the research cycle, the firm was active in banking, capital markets, M&A and project development sectors.
The firm’s banking team was busy assisting clients in energy, banking, government bodies, financial services, fintech, tech, shipping, aviation and real estate. The firm has bolstered its banking team by hiring partner Daniel Jarrett from Ashurst, partner Nobuhiko Shimose from Mori Hamada & Matsumoto, and of counsel David Tan from Eversheds Sutherland.
In the capital markets, the firm advises originators, arrangers, trustees and institutional investors on issues relating to structuring, regulatory issues and formation of SPACs. The firm also advised on securitizations of monetary receivables, covered bonds, CAT bonds as well as structuring and documentation of all kinds of derivative instruments. Partner Madoka Hashimoto joined the capital market team from King & Wood Mallesons.
In the M&A sector, the firm continued to be active in advising on complex cross-border and domestic mergers and acquisitions including public and private acquisitions and real estate acquisitions.
In the project space, the team was active representing clients in the project financing of domestic and overseas projects including thermal, solar, onshore and offshore wind, hydro, geothermal, biomass and nuclear project generation as well as Infrastructure development, natural resource development, and plant construction. Apart from project finance, the firm was also involved in public-private partnership (PPP) and private finance initiative (PFI) businesses.
Deal highlights: 33rd edition (2022/2023)
Anchor Ship Partners Co.’s $562 million structured ship financing.
The Rays Company (Hong Kong)’s ¥31.2 billion tender offer to acquire Raysum Co.
The development of the site for the 20th Asian Games, Aichi-Nagoya 2026.
Client feedback: 33rd edition (2022/2023)
Project development
“They worked professionally and provided useful suggestions.”
“They are very diligent and responsive as well as solution-orientated.”
“Very knowledgeable, helpful and responsive.”
Project finance
“They are very responsive and solution-orientated with in-depth knowledge.”
Mayumi Hongo
“She worked diligently.”
Takafumi Uematsu
“He is a very good lawyer, solution-orientated with in-depth knowledge.”
“He is a really good listener and solution-orientated, providing sophisticated advice with a deep knowledge.”
“Great knowledge, very helpful and responsive.”
City-Yuwa Partners
City-Yuwa Partners was formed in 2003 as a result of a merger between Yuwa Partners and the law department of Tokyo City Law & Tax Partners. The firm is a full-service law firm based in Tokyo with a composition of 123 lawyers.
Focusses / specialisms
The firm originally specialised in litigation, insolvency and real estate law but has since grown further to offer transactional services across capital markets, banking, investment funds and project development.
Research period review: 33rd edition (2022/2023)
During the research period, the firm was very active handling transactions in the banking, project finance and project development sectors.
The firm’s banking team kept busy providing legal advice to Japanese mega banks, trust banks, regional banks, international banks, securities firms and finance companies as well as structured finance related to real estate, securitization of various assets including receivables, trade finance and property loans.
In the project space, the firm was occupied by advising project finance for renewable energy projects and LBO financing. Apart from that, the firm was also busy advising on offshore wind projects.
Client feedback: 33rd edition (2022/2023)
Asset finance
“They are very professional and very thorough in their work.”
“Responsive, technically sound, friendly.”
Project Development
“City Yuwa offers effective and flexible legal services, coupled with an international perspective and extensive experience in cross-border transactions. Their team is highly skilled and committed to self-development, providing exceptional services to clients. They also possess advanced communication skills, making it easy for them to interact with various parties, including our bank's customers, while delivering detailed and convenient legal solutions.”
Project finance
“Competent, reliable and prompt service.”
“Fast, efficient and reliable.”
Reiko Yoshida
“She is swift in her replies and is a true professional. She is thorough with her work and is a joy to work with.”
“Responsive, technically sound, friendly.”
Masamichi Sakamoto
“Mr. Sakamoto has primarily been involved through our bank's financing transactions, and we have been highly impressed with him in several aspects. Firstly, he provides accurate legal knowledge and insight, and makes appropriate decisions on the direction of legal services for our bank. Additionally, with his extensive legal support experience, he is able to provide innovative, advanced and flexible legal support to his clients. He has also been able to convey effectively our bank's requirements into loan and financial documents, even with difficulties in converging on existing structures and contractual clauses. In addition to supporting his clients, Mr. Sakamoto has been an excellent leader within his organization, demonstrating effective coordination and collaboration internally among his office. He provides gentle and effective guidance to associate lawyers in the firm and has a wide network of connections both in Japan and overseas, allowing him to introduce appropriate collaboration offices and/or lawyers on a case-by-case basis. Moreover, Mr. Sakamoto has remarkable time-management skills for prompt response to meet our bank's requirements, even within limited timelines. He completes tasks in a timely manner, ensuring that everything is completed before the financial closing, regardless of any obstacles or problems he encounters.”
“Prompt reply and open discussions, making feedback possible.”
“Fast and reliable feedback. In situations where he is not a specialist, he will promptly delegate the task to the right legal adviser in his team.”
Yusuke Sugihara
“Mr. Sugihara's involvement in our bank's financing transactions is similar to that of Mr. Sakamoto. He collaborates with the team to improve the organisation and compatibility of the firm. His role is to provide effective advice on the interpretation of various laws, regulations, government ordinances and other legal provisions that are directly or indirectly related to our transactions. In addition, Mr. Sugihara is responsible for ensuring that the loan documents contain appropriate legal terms and wording that align with the credit conditions negotiated with our counterparties. He works closely with associate lawyers to enhance their experience and capabilities, thus improving their compatibility within the firm.”
City-Yuwa Partners
City-Yuwa Partners was formed in 2003 as a result of a merger between Yuwa Partners and the law department of Tokyo City Law & Tax Partners. The firm is based in Tokyo with the composition of 123 lawyers.
Focusses / specialisms
The firm specialised in litigation, insolvency, and real estate law but has since grown further to offer transactional services across capital markets, banking, investment funds, and project development.
Research period review:
32nd edition (2022/2023)
The firm has been active in banking, capital markets, project finance, and project development work during the research cycle.
The banking team was advising Japanese and international banks, securities firms, and financial institutions on regulatory issues and transactions. The team is also involved in structured finance related to real estate, asset finance, and joint ventures.
The firm was particularly active in the project finance area, where it has been advising lenders and borrowers on renewable energy projects such as mega solar power projects, geothermal power projects, biomass power projects, and wind power projects.
Client Feedback: 32nd edition (2022/2023)
Capital markets: Structured finance and securitisation
"Quick turnaround and response. Thorough research and analysis. Advice is to the point. Fee charged is transparent."
Project development
"The firm provides effective and advanced legal services with appropriateness and flexibility. It also has international perception and sufficient experience for cross-border transactions with exceptional services based on highly skilled self-development in the firm. It provides advanced communication skills with any parties including our bank’s customers, with provision of distinctly convenient and detailed legal services. "
Project finance
"City-Yuwa provides effective and advanced legal services with appropriateness and flexibility. The firm also has an international outlook and sufficient experience for cross-border transactions, offering exceptional service based on highly skilled self-development within the firm. The firm provides advanced communication skills with any parties including our bank’s customers, providing distinctly convenient and detailed legal services.
We were able to effectively communicate directly in both Japanese and English languages and were provided with professional legal support and services for non-recourse loans and project financings with various structures, including TK-GK as well as the TMK structure."
Yasuyuki Kuribayashi
"Quick turnaround and response. Thorough research and analysis. Advice is to the point. Fee charged is transparent."
Masamichi Sakamoto
"His involvement is mainly related to our bank’s financing transactions, from which we have been significantly impressed by him from the following perspectives. He provides appropriate decision-making in the direction of legal services for our bank with accurate legal knowledge and insight. With his extensive legal support experience, he is able to effectively support clients with innovative, advanced and flexible legal support. Even with the difficulties of converging existing structures and contractual clauses to be in line with our bank’s requirements together with transactions’ requirements, he has been able to convey this into the loan and/or financial documents.
Not only supporting his clients, he has extensively contributed to his organization through excellent leadership and teamwork by effectively coordinating and collaborating internally among his office by providing gentle and effective guidance directly to associate lawyers in the firm. Mr. Sakamoto has a wide network of connections in both Japan and overseas which he has been able to introduce appropriate collaboration offices and/or lawyers appropriately in according to the situation case-by-case basis. He has a rigorous and quite punctual time-management ability that promptly responds to our bank’s requirements even in a limited timeline and completes the tasks to be in time for the required schedule before the financial closing regardless of any obstacles and problems with him. "
"Mr Sakamoto's involvement is mainly related to our bank’s financing transactions, in which we have been significantly impressed by him from the following perspectives. He provides appropriate decision making on the direction of legal services for our bank with accurate legal knowledge and insight. With Mr Sakamoto’s extensive legal support experience, he is able to effectively support clients with innovative, advanced and flexible legal advice. Even with the difficulties around converging existing structures and contractual clauses to be in line with our bank’s requirements and the transactions’ requirements, he has been able to convey them into the loan and/or financial documents.
As well as supporting his clients he has also extensively contributed to his organization through excellent leadership and teamwork by providing gentle and effective guidance directly to associate lawyers in the firm. Mr Sakamoto has a wide network of connections in both Japan and overseas, which he has been able to use, collaborating with offices and/or lawyers appropriately according to the situation. He has a rigorous and punctual time-management ability, responding promptly to our requirements even in a limited timeframe and completing the tasks within the required schedule before the financial closing despite various obstacles and problems."
Masuda & Partners Law Office
Masuda & Partners Law Office is a financial and corporate law firm established in 2008 by partner Eiji Masuda and others.
Focusses / specialisms
The firm is strongest in business law and the corporate sector. The firm's capabilities include M&A, compliance and corporate governance, and securitization and financial products. The firm is also experienced in providing legal advice on the Companies Act and the Financial Instruments and Exchange Act.
The firm is very active in areas such as issuance of securities (public and private offerings), disclosure of corporate information, takeover bids, large shareholding reports, unfair trading such as insider trading, and business regulations and conduct regulations related to financial instruments business operators.
The firm also regularly provides legal advice on compliance/corporate governance to banks, securities companies, insurance companies and other financial institutions, manufacturing industries, service industries, IT companies
Mayer Brown
Mayer Brown is a large international law firm with offices in 27 cities across the Americas, Asia, Europe and the Middle East. The firm’s office in Tokyo is relatively new having been set up in March 2018.
Focusses / specialisms
The firm’s core focus is on project finance and project development, where it acts for Japanese clients in international infrastructure projects in the energy, natural resources, chemical and transport sectors.
Its corporate team advises on outbound M&A and disposals of overseas business for its Japanese clients. It also does capital markets work in investment funds, where it advises sponsors in fund investments.
Key clients
Key clients of the firm include NEC Corporation, Mitsubishi Corporation, Itochu Corporation, MUFG Bank, Chubu, NTT, Sumitomo and Sumitomo Chemical.
Research period review: 33rd edition (2022/2023)
During the research period, the firm was particularly active in the project space and corporate M&A practice.
In corporate M&A, the firm kept busy advising on outbound M&A and disposals of overseas business for Japanese corporate and financial institutions. Most recently, the firm has been assisting clients in work relating to the energy transition space and energy storage sector. Active industry sectors include social infrastructure, coal-fired power, oil and gas, and renewable energy
Miura & Partners
Miura & Partners was established in 2019 by former Mori Hamada & Matsumoto partner, Ryota Miura. The firm now has 97 lawyers with offices in Tokyo, Nagoya and Hiroshima. Apart from those locations, the firm has launched a strategic alliance with San Francisco-based law firm Yorozu Law Group and rebranded as Miura & Partners (US) in April 2023, and also commenced a business alliance with Indonesian law firm Atama Law and started operations as the M&P Jakarta Office in April 2023.
Focusses / specialisms
The firm is primarily focussed on M&A, joint ventures, finance, and corporate and financial regulation across the technology, blockchain, startup, fintech, big data, medical and healthcare sectors.
Research period review: 33rd edition (2022/2023)
During the research period, the firm was particularly active in the M&A practice, representing domestic and overseas clients in transactions such as public and private acquisitions, privatisation, financial investment, divestment and joint ventures, acting for targets, acquirers and sellers, and joint venture partners in Japan.
Partner Masahiro Terada and counsel Tomohiko Kurata joined the firm’s corporate team from City-Yuwa Partners and TMI Associates respectively.
Deal highlights: 33rd edition (2022/2023)
Sumitomo Mitsui’s ¥79.6 billion investment in SBI strengthening digital collaboration.
Client feedback: 33rd edition (2022/2023)
Capital markets
“They have sophisticated expertise in the Financial Instruments and Exchange Act and are also knowledgeable in business matters, so that they can provide contextual legal advice. They respond quickly and have excellent documentation skills, even for matters that are not only difficult but also should be dealt with in a short time. We feel that this firm anticipates the client’s requirements and always tries to exceed client’s expectations.”
M&A
“Miura & Partners provided timely, accurate and effective responses. Urgent and last-minute tasks were handled diligently and on very tight deadlines. The pricing was very competitive and the work was handled with sensitivity to the commercial realities and cultural sensitivities.”
“They efficiently assisted in selecting legal firms in each country and coordinated/managed legal DDs and closing procedures in multiple countries.”
“Miura & Partners' work is always very efficient and timely. They can quickly and accurately understand the needs of clients and provide practical suggestions and solutions.”
“In our investment project, we received valuable advice not only from a legal perspective, but also from tax, finance and business perspectives.”
“Well-considered advice for transaction scheme, and the firm gave us its advice within a very short period of time.”
“Contract reviewing and drafting and negotiation with counterpart.”
“They try to understand what we are asking and give us prompt feedback.”
“Abundant knowledge and resource.”
“Miura & Partners devoted themselves to overcome very difficult negotiations with the counterparty to win our desirable conditions. As a result, we executed the contract with terms and conditions with which we are satisfied.”
“Strong commitment and responsiveness, which are always essential factors for successful deal closing in M&A. Unlike a big firm, partners played key roles throughout, from legal DD, contract reviews and negotiations. Well-prioritised working style, leading to high cost efficiency.”
“The firm has a lot of experienced lawyers in various fields. The firm assigned the best lawyers for our M&A.”
“Swiftness and abundant experience in the field of M&A.”
“Responsiveness and strong commitment of the senior leadership team, which we believe is a key success factor of M&A deals, as always.”
“It was the first time for us to negotiate with an overseas company. They provided us with easy-to-understand explanations of the risks and benefits of our company's proposal and timely negotiations with the lawyers we were negotiating with.”
“Legal advice on our procedures regarding the latest M&A matter.”
“Resourceful, both internally and with external partners. Good knowledge of various aspect of M&A.”
“Speedy and excellent advice.”
“Fast and professional support with good understanding of our business.”
Project development
“Miura & Partners respond and produce work products in a timely manner and assist us in some emergent legal works. We usually request daily legal consultation and new function evaluation from a legal aspect - Miura & Partners can always answer professionally and are available to solve the problem.”
Haruka Murata
“Ms. Murata's team works well in solving our legal requests in a timely manner, always replies promptly and adapts to different languages.”
“Very quick feedback, cost-efficient work, knowledgeable and considerable advice.”
“Worked on a joint venture project for BPO consulting business for the public sector in Japan.”
“Tries to understand what we are asking and gives us very prompt responses.”
“Very responsive, knowledgeable and dependable.”
“Strong commitment, responsiveness and client-first working practice. Always trying to add value for the client, which generates trust from the client.”
“She has varied experience in cross-border M&A. She was a legal adviser on the acquisition of a company in the US. She led the formation of a legal adviser team, including a local firm, and communication between us.”
“Quick and to-the point response. Punctual. In case of a schedule conflict, always suggests the quickest alternative. Clear and reasonable legal advice. Efficient team-building within law firm. Excellent negotiation skills in M&A and other cross-border transactions. Always in good spirits and comfortable to work with.”
“Responsiveness and strong commitment to client’s values.”
“She is one of the few bright lawyers in Japan who is familiar with US and UK business practices and laws.”
“Very responsive and knowledgeable. Thinking ahead for the client.”
“Fast and professional support with good understanding of our business.”
Haruka Osawa
“Offers sound advice in any case.”
Kentaro Minegishi
“Mr. Minegishi's deep knowledge of capital finance contributed to our project in which we issued the MS warrant and MSCB.”
Ryoichi Inoue
“He, though a Japanese lawyer, is fluent in five foreign languages (English, Indonesian, Vietnamese, Chinese and Spanish). He is a logical thinker and reads local laws and regulations on his own, which makes him very dependable in pointing out errors by local experts.”
Ryota Miura
“Mr. Miura provides legal services quickly and politely in a broad coverage of practice areas, such as corporate matters, litigation and M&A.”
Mori Hamada & Matsumoto
Mori Hamada & Matsumoto (MHM) is one of Japan’s “Big 4” law firms. As a full-service law firm with headquarters in Tokyo, the root of the firm can be traced back to 1971 with the establishment of Mori Sogo. In December 2002, Mori Hamada & Matsumoto was established by the merger of Mori Sogo and Hamada & Matsumoto.
The firm now has more than 700 lawyers including 155 foreign lawyers in offices across major cities and regions such as Beijing, Shanghai and Singapore. The firm also offers broad local and international capability in ASEAN countries including Thailand (Chandler MHM), Myanmar (Myanmar Legal MHM), Vietnam (MHM Vietnam), and Indonesia (ATD Law in association with MHM). Apart from its Tokyo office, the firm also has branches in Osaka, Nagoya, Fukuoka and Takamatsu.
Focusses / specialisms
The firm is best known for almost all financial and corporate practices including banking and finance, capital markets, M&A, private equity and project development, often assisting domestic and overseas conglomerates, financial institutions and government organisations.
Key clients
Key clients of the firm include the Japanese Bankers Association (JBA), MUFG Bank, Sumitomo Mitsui Banking Corporation, Mizuho Bank, Mitsubishi UFJ Morgan Stanley, Daiwa Securities, SoftBank Group, KKR, SUMCO, Hitachi, NTT, Mitsubishi Motors, JERA Co. and Tokyo Gas Co.
Research period review: 33rd edition (2022/2023)
During the research period, the firm remains active across practice areas including banking and finance, capital markets, M&A, private equity and project development.
The firm’s banking and finance team was very busy advising clients in major transactions and related regulatory mandates on corporate loans, structured finance, real estate finance, acquisition finance and mezzanine finance. The firm was particularly active in transactions related to syndicated loan, LBO financing, real properties backed financing, project finance, sustainable finance and aviation finance and often advised both lenders and borrowers.
In capital markets, the firm kept busy with a number of debt offerings, including MTN programmes in the euro and Swiss franc markets and stand-alone issuances by Japanese and foreign issuers. In the
equity market, the firm was active in domestic and overseas IPOs, secondary share offerings and private placement of shares.
In the M&A and private equity areas, the firm was preoccupied in major domestic and cross-border mergers and acquisitions advising both buy and sell side. Active industry sectors include financial, high-tech, private equity, automobile, electronics, telecommunication, manufacturing and healthcare.
In the project space, the firm continues to lead transactions in energy sectors including offshore wind, biomass, photovoltaic, PFI/PPP/infrastructure, and represented several major utilities in domestic and foreign projects assisting sponsors, lenders and other stakeholders.
In 2022, the firm bolstered the team by hiring banking and finance partner Yuko Nihonmatsu, partner Mihoko Shima and senior counsel Hiroshi Maeda from Atsumi & Sakai.
Deal highlights: 33rd edition (2022/2023)
Japan Bank for International Cooperation’s issuance of €1 billion euro-denominated senior notes guaranteed by the government of Japan.
Japan Bank for International Cooperation’s issuance of $2.5 billion dollar-denominated senior notes guaranteed by the government of Japan.
KKR’s $4.63 billion take-private acquisition of Hitachi Transport System.
UBS Asset Management’s $2 billion sale of its stakes in Mitsubishi Corp-UBS Realty Inc. to KKR.
ENEOS Corporation’s $1.8 billion acquisition of Japan Renewable Energy.
Client feedback: 33rd edition (2022/2023)
Banking and finance
“They are extremely efficient in documentation and provided us with timely and appropriate advice (not merely delegating decisions to us but offering proper risk assessment and recommendations), which has been very helpful to us.”
“They have deep knowledge about syndicated loan documentation and arrangement.”
Capital markets
“Based on in-depth knowledge and experience, the firm provided appropriate advice in a timely manner.”
“Mori Hamada & Matsumoto's capital markets team has four leading partners. Each of them has their own strengths. As such, we as a client can select a partner or partners most suitable to a transaction.”
“Very strong local knowledge with pragmatic advice based on the latest status of our business.”
“Legal engineering related to trusts using advanced technology.”
“Strong team, depth of understanding of the product.”
“Courteous and client-focused advice.”
“They understand our business and characters pretty well so their response and advice is always quick and appropriate.”
Leveraged finance
“Quick response and response to many things.”
M&A
“Careful advice for those of us with little experience.”
“High-quality legal service, thinking about the client's situation.”
“The partner we deal with has been always hands-on. The partner understands all important facts and issues and can lead their associates properly. In addition, the partner tries to figure out how to achieve our company's goals, instead of thinking of obstacles to them.”
“Very high expertise, accuracy, quick response and proactivity.”
“Deep knowledge on regulations of renewable energy sector in Japan and quick and timely responses.”
“Problem-solving skills. Qualified advice.”
“Mori Hamada & Matsumoto, Japan provided us with various legal services with very high quality, not only the legal perspective but also considering business and practical perspective based on its deep understanding of our company group business.”
Project finance
“I received highly professional and situation-specific advice.”
“Offshore wind farming is at an early stage in Japan, MHM is developing the legal practice in the country.”
“Mori Hamada & Matsumoto demonstrated its strong performance from both legal and business perspectives. Particularly, its outstanding industry intelligence and engineering knowledge was essential to coordinate legal, commercial and technical issues. I was struck by MHM's down-to-earth advice, building its legal expertise on deep understanding about the project and offshore wind industry practice.
MHM stretched its capability to help us consider appropriate legal & technical risk allocation and explore new solutions to overcome economic turmoil after the Russian invasion. I highly appreciate MHM's moral and ethics, that the firm always seeks solutions to minimise our risks and to move the project forward.”
Project development
“They have strong expertise in Japanese renewable energy regulations.”
Investment funds
“Based on their extensive experience in the Japanese real estate transaction market and the local regulations, they provided detailed advice and English-translated documents for the relevant parties within a scheduled timeline.”
Akira Matsushita
“High-quality legal service.”
Hironobu Noma
“Mr. Noma played a leading role in the deal. He demonstrated strong leadership to push the project forward, taking complex and different interests of stakeholders into account. Leveraging significant legal, financial, commercial and technical knowledge, he helped us a lot by providing positive, creative and well-balanced advice. I found his in-depth understanding of the industry and the project was extraordinary. His professionalism, empathy and sense of humour are another thing which I would like to highlight. Mr. Noma is definitely the best lawyer with whom I have worked ever.”
Hiroki Aoyama
“HIs knowledge and experience of syndicated loans is excellent.”
“He has deep knowledge and a lot of experience of syndicated loan arrangement.”
Kenichi Sekiguchi
“Competent, hard-working, hands-on and keen to solve our problem.”
Katsumasa Suzuki
“Katsumasa can provide clear and precise advice and in addition to answering a question, he can raise other considerations relevant to the issue.”
Konosuke Seto
“Mr. Seto is the greatest contributor to the documentation. He leveraged his outstanding legal knowledge to make the project bankable.”
Masayuki Ishibashi
“Strong engagement/involvement as a partner lawyer.”
“He has extremely high expertise in trust, real estate, STO, DX, etc., and a high level of knowledge of domestic and foreign legal systems. In addition, he always consults me kindly and always adheres to the deadline. There is no better lawyer than him.”
Masahito Saeki
“Superior expertise, problem-solving skills and communication skills.”
“He understood the client’s request and situation well and provided practical solutions for each issue arising during our investment project.”
Masayuki Ishibashi
“Provides courteous and client-focused advice. Cooperative response and always meets deadline.”
Norihito Sato
“He communicates very carefully and frankly, so that I can ask advice and exchange opinions freely and in good time. I cannot imagine miscommunication with him.”
“Kind and precise advice to those of us who have little knowledge.”
Seijun Lee
“Quite high expertise, especially on tender offer and other schemes of M&A.”
Shigeki Okatani
“He has strong expertise in the Japanese renewable industry. He is accessible and easy to communicate with.”
“Excellent property (power plant) related knowledge and experience and able to provide thoughtful advice.”
Taro Omoto
“Always able to offer advice from the customer's point of view.”
“Knowledge and experience.”
“He has strong expertise in the Japanese REIT market.”
Takahiro Kobayashi
“Deep knowledge in the renewable energy sector in Japan and quick responses.”
Takeshi Okuyama
“He understands our business very well and is flexible on our ideas.”
Toshimitsu Nemoto
“Toshimitsu is approachable and provides us with his well-considered solutions. He has successfully expanded his territory which has become one of the revenue sources because we have more transactions. This is relatively new and requires higher risk management than a plain vanilla deal.”
“Mr. Nemoto has a good sense of balancing risk management and new initiatives. He does not give us his judgement just based on his past experience, but also trying new things while still considering aspects of legal risks. At the same time, he understands our business very well. He is a quick learner, and his advice is based on his deep understanding, which is very effective for our deal.”
Yuki Matsuda
“He is familiar with leveraged finance and has a lot of knowledge.”
Nagashima Ohno & Tsunematsu
Nagashima Ohno & Tsunematsu is one of the “Big 4” law firms in Japan. Established in 2000, the firm now has nearly 600 lawyers and seven offices outside Japan including New York, Singapore, Bangkok, Ho Chi Minh City, Hanoi, Jakarta and Shanghai.
Focusses / specialisms
The firm is well known for its integrated full-service capabilities, especially equipped with expertise in the corporate, finance and real estate market. With years of experience, the firm has gathered flexible teams of lawyers with extensive expertise both domestically and internationally covering a wide range of legal specialty areas that collaborate to handle cases expeditiously and efficiently.
Key clients
Key clients of the firm include Bank of America, BNP Paribas, Bain Capital, East Japan Railway Company, Mitsubishi UFJ Financial Group, Mizuho Financial Group, Sumitomo Mitsui Financial Group, Goldman Sachs, Morgan Stanley, Nomura Securities, and Toshiba Corporation, Toyota Motor Corporation.
Research period review: 33rd edition (2022/2023)
During the research period, the firm was very active handling transactions in banking and finance, capital markets, M&A and private equity, and in project space.
In banking and finance, the firm kept busy assisting clients in all manner of loans and other credit-related transactions including syndicated loans, non-recourse loans of all types, derivatives, aircraft and ship financing, and foreign trades financing. It is worth mentioning that the firm was particularly active in acquisition financing advising both borrowers and lenders. The firm promoted banking and finance partners Toru Takayama, Masato Kumeuchi, Shiro Kato and structured finance counsel Yoshiya Kira in 2023.
The firm’s capital markets team continues to provide legal services in relation to global offerings by Japanese issuers of equity and debt securities, global and domestic IPOs, Japanese offerings by foreign issuers and J-REIT transactions.
The firm’s corporate team was very active in both domestic and cross-border transactions. The team routinely participated in high-profile M&As involving Japanese-listed companies in Japan, and in all types of cross-border transactions. The firm promoted corporate partner Wataru Matsumoto and Takahiro Oishi in 2023.
In the project space, the firm was busy advising foreign and domestic project sponsors, contractors and financiers on mandates relating to structuring investment schemes and project finance. The firm regularly assisted clients on a number of renewable energy projects as well as PPP/PFI projects.
Deal highlights: 33rd edition (2022/2023)
The $430 million acquisition financing for the acquisition of KITO Corporation through tender offer by Crosby.
Socionext Inc.’s ¥76.8 billion IPO.
SMBC Aviation Capital’s $6.7 billion acquisition of Goshawk Management (Ireland).
KKR’s ¥230 billion acquisition of all shares of Mitsubishi Corp.-UBS Realty Inc.
MGM Resorts International’s proposed development of Japan’s first integrated resort (IR) in Osaka, Japan.
Client feedback: 33rd edition (2022/2023)
Capital markets
“As one of the four major law firms in Japan, headcount, expertise with relevant transactions experience and client-first mindset are the main positive areas.”
“They solved difficult issues which arose during the course of the execution of the deal.”
“Prompt response. Clearly pointing out legal issues and proposing practical solutions against the issues.”
“They provided us with outstanding support by fully understanding our intentions. They went above and beyond to help me achieve our goals and provided me with expert guidance every step of the way.”
“NO&T provided comprehensive advice on our IPO. Especially we appreciate their advice and legal opinion on our concurrent capital increase and reduction.”
“They provided us with positive feedback about legal matters, especially for laws regarding J-REIT.”
“Nagashima Ohno & Tsunematsu have a deep knowledge of J-REIT's equity offerings and provided efficient and appropriate legal advice services on our offerings. In addition, Nagashima Ohno & Tsunematsu have extensive knowledge and experience in the differences between Japan law and US law
regarding J-REIT's global offerings and have provided us with the best legal advice services as Japan lawyers in our offerings, taking into account the differences with US law.”
Financial services regulatory
“They were so prompt and accurate that we could report on time.”
Investment funds
“The team are very reliable in terms of delivery and quality.”
Project finance
“Excellent professional advice on project financing, especially in the renewable energy sector.”
“They always provide us with reasonable and concrete insights in our cutting-edge sector.”
“Very reliable and quick response.”
“Deep insight regarding Japan’s electricity regulations.”
“They can give advice not only on project finance, but also on Japan's applicable regulations.”
“Owing to their assistance, we successfully received a great amount of dividends through refinancing. Not only project finance document review, but they are also forward thinking and tackle new topics with initiatives using their existing know-how.”
Project development
“Extremely good.”
“Experienced and global network provides effective support.”
“They have good knowledge not only on project development, but also on Japan's applicable regulations.”
M&A
“Prompt advice, and the advice is always appropriate and practical.”
“(The firm) facilitated legal due diligence and the negotiation of share purchase agreement cooperating with a UK firm. Their advice was always so prompt and sophisticated that we were able to make a quick decision to provide competitive bid documents and to finalise related agreements in a very limited time. They also supported our PMI after completing acquisition, which has helped us manage projects under FE.”
“They provided us with some beneficial advice that we needed.”
Eiji Miyagi
“Strictly adheres to deadlines and responds to consultations.”
Jiro Mikami
“Deep knowledge and expertise on project finance.”
“He understands Japanese laws so deeply compared to other top lawyers and when we face issues, he always provides us with deep and comprehensive insights.”
“He is very reliable in terms of delivery and the quality of his service.”
“He is a very fast and meticulous responder. He has broad yet in-depth knowledge in project finance and corporate PPA contracts. He also quickly picks up what we need to incorporate in the contracts.”
Terukazu Katsuyama
“He knows our group in depth, so we are trusting him the most.”
“Very prompt and appropriate advice. Knows bank's position very well.”
Motoki Saito
“Quick response, client mindset, understands investment banking business, legal expertise, fluent in English.”
“He kindly responds to our questions related to day-to-day operations very quickly.”
Kiyoshi Honda
“Professional and practical.”
“Advice is precise and pragmatic. And he is calm.”
“He is one of the few lawyers in Japan familiar with offshore wind projects.”
“He is involved in coordinating schedules and participating in direct contract discussions with customers.”
Kei Okubo
“Deep insight regarding JERA as well as Japan’s electricity regulations.”
“He can immediately understand complicated issues and provide feasible solutions because of his incredible skills and rich experience. Additionally, we have worked with him for over 20 years, so he knows how our management review various risks, deal with them and make important decisions well. Therefore, his advice is not only logical but doable and fit for our purpose.”
“His response was quick and advice was clear and understandable.”
Shinichi Araki
“He worked tirelessly and with great sincerity towards the successful completion of the case. His dedication to ensuring a positive outcome was evident from the very beginning. His expertise and commitment were instrumental in the successful resolution of the matter, and we are grateful for his hard work and dedication.”
“Deep knowledge. Good communication. Excellent judgement.”
Takashi Itokawa
“He always achieves the most appropriate balance by leveraging his extensive experience with real estate funds, particularly J-REITs, to make complex deals viable. He is also outstanding in addressing complicated structures in urgent circumstances.”
“By obtaining prompt and appropriate legal advice from Takashi Itokawa, we were able to close our offering smoothly and very satisfactorily.”
Yuichi Miyashita
“Clearly pointing out legal issues and proposing practical solutions against the issues. Drafting necessary documents and providing legal analysis related to IPO and follow-on equity transactions.”
Yoshikazu Hasegawa
“His response was quick and the advice was clear and understandable.”
Yutaro Fujimoto
“He is responsible and keeps to the deadline however hard it would be, while his work is perfect.”
Nishimura & Asahi
Nishimura & Asahi is one of the leading Japanese law firms. The firm was originally founded in 1966 as Nishimura & Partners before adopting its current name following the acquisition in 2007 of the Kokusai Bumon (International Division) of Asahi Law Offices.
The firm is among the four largest in the Japanese market with more than 800 professionals and a presence in over 19 locations around the world, including domestic offices in Tokyo, Nagoya, Osaka, Fukuoka, and overseas offices in Bangkok, Beijing, Shanghai, Dubai, Hanoi, Ho Chi Minh City, New York, Singapore, Taipei and Yangon. The firm is also present in Jakarta and Hong Kong and is a member of international law firm network, Lex Mundi.
Focusses / specialisms
Nishimura & Asahi has a high reputation across the board in transactional work. It has the largest asset finance practice in the country and acts for both lenders and borrowers in acquisition finance. It also routinely picks up the best mandates available to the market in M&A, projects, private equity and capital markets.
Key clients
Key clients of the firm include Daiwa Securities, Sumitomo Mitsui Banking Corporation, T-Garden, Mitsubishi UFJ Morgan Stanley Securities, Mizuho Bank, Nomura Capital Investment, NTT, SRE Holdings Corporation, and Rakuten Group.
Research period review: 33rd edition (2022/2023)
During the research cycle, the firm was active in banking, structured finance, debt capital markets, M&A and projects.
In the banking area, the firm was preoccupied with transactions including acquisition financing, asset financing, and corporate and syndicated loans. It is worth mentioning the firm was very active assisting clients in LBO financing in the energy, transportation and infrastructures sectors.
The capital market team continues to advise clients on equity and debt markets, including euro bonds, global bonds, samurai bonds, IPOs, follow-on offerings and PIPEs. The firm is also active in transactions in relation to hybrid securities such as convertible bonds and subordinated bonds, and J-REITs.
The firm’s corporate team was particularly active in advising domestic and foreign investors in acquisitions across multiple industry sectors such as financial services, healthcare, logistics, TMT and construction.
The firm expanded its project team with the arrival of partner Alexander Woody from White & Case Tokyo.
Deal highlights: 33rd edition (2022/2023)
Skymark Airlines Inc.’s ¥37 billion global IPO.
Bain Capital's ¥427.6 billion acquisition of Evident Corporation.
Hitachi Metals’ U$7.27 billion tender offer for common stock by Bain Capital.
KKR’s ¥670 billion acquisition of Hitachi Transport System.
The Seren Juno subsea cable network project.
TMI Associates
TMI Associates is one of the fastest-growing law firms in Japan. The firm was established in 1990 and now has 556 attorneys with six domestic offices in Tokyo, Kobe, Nagoya, Osaka, Kyoto and Fukuoka and 10 overseas offices in Bangkok, Beijing, Hanoi, Ho Chi Minh City, London, Phnom Penh, Shanghai, Silicon Valley, Singapore and Yangon. It also has overseas practice groups and joint venture arrangements.
Focusses / specialisms
The firm was originally focused on intellectual property but has since become transactionally active in a wide range of practice areas including corporate and M&A, finance, projects and debt capital markets.
Key clients
Key clients of the firm include Aozora Bank, BNP Paribas Securities, Deutsche Securities, Daiwa Securities, Sumitomo Mitsui Banking Corporation, Sumitomo Mitsui Trust Bank, Mizuho Trust & Banking, and Nomura Securities.
Research period review: 33rd edition (2022/2023)
During the research cycle, the firm was busy handling transactions in banking, M&A, debt capital markets and project areas.
The firm’s banking and finance team was active in assisting clients in financial matters including corporate finance, structured finance, project finance, securitization, liquidation, real estate finance, REITs, acquisition finance, derivative transactions, banking, securities, insurance and trusts. Apart from actively advising sponsors and investors in project finance, the firm was also actively involved in the development of energy projects.
In the capital market, the firm was preoccupied with transactions related to IPOs, share capital increases, debenture issues and sovereign bond issues, and often advised underwriters and issuers.
In the M&A market, the firm was active in numerous squeeze-out transactions representing both private equity funds and targets. The firm also worked for numerous public companies across all industries and market capitalisations in defending against a wide array of shareholder activism campaigns.
Deal highlights: 33rd edition (2022/2023)
¥2.6 billion acquisition of Japanese real estate and financing by a Singapore-listed REIT.
Malayan Banking Berhad’s Japanese yen bonds - ninth series to eleventh series.
SMBC Nikko Securities Inc.’s ¥1 trillion update of Euro Medium Term Note Programme.
Client feedback: 33rd edition (2022/2023)
Asset finance
“TMI respond swiftly and pragmatically. They keep to their fee quotes. It is a pleasure to work with the team of Koshimoto-sensei.”
Banking and finance
“We have been well satisfied by the firm, especially Mr. Hideaki Kurauchi’s commercial awareness and specialisation in logistics facilities; he used to work in our office and well knows our organisation and business.”
“We have highly evaluated the firm’s past work, especially its expertise, client-orientated work/communication and business awareness.”
“Lot of knowledge and experience.”
Financial services regulatory
“The authority somehow didn't understand precedents and was not easy for our Type II registration. TMI's communication with the authority was beyond the legal service, patiently and softly showing precedents and making the authority understand their inconsistencies.”
Project development
“They have experience and knowledge of this business field and provide us with proper advice.”
Hideaki Kurauchi
“He has a deep understanding of the intricacies of the banking and finance industry, and he has been able to provide valuable insights and guidance in our real estate transactions. His communication skill is top-notch, and he made sure to keep us informed every step of the way.”
“I recently worked with Mr. Hideaki Kurauchi, who I found to be incredibly knowledgeable and experienced in the banking and finance field. I was also impressed with his ability to navigate complex regulations and requirements, and his commitment to finding the best solution for our specific needs. I highly recommend Mr. Hideaki Kurauchi to any colleagues in the real estate industry looking for a trusted and experienced banking and finance lawyer.”
Mizuki Koshimoto
“He has a lot of knowledge and experience of project finance – and good hospitality.”
“He has good knowledge about relevant laws and provides us with appropriate advice promptly.”
“He has superior knowledge of the renewable energy field and gives us professional advice.”
Tsugumichi Watanabe
“His advice is always very helpful and concise. He has the ability to explain everything plainly.”
Ashurst
Ashurst is a London-headquartered multinational law firm with offices in nearly 20 countries and which has more than 1,600 partners and lawyers across a network spanning Asia, Australia, Europe, the Middle East and North America.
The firm opened its Tokyo office in 1990 and now practises law in Japan through Ashurst Horitsu Jimusho Gaikokuho Kyodo Jigyo and provides clients with Japanese and international law capability.
Focusses / specialisms
The firm is strongest in its work in the foreign project finance and project development area and is also active in debt capital markets and M&A.
Key clients
Key clients of the firm include Canon Medical Systems, Sumitomo Forestry, Fuyo General Lease, MOL Hong Kong, Toll Holdings, Japan Post Holdings, Mitsubishi, UFJ Lease & Finance Company and Itochu.
Baker McKenzie
Baker McKenzie is a Chicago-based international law firm with over 6000 lawyers across 77 offices. In Asia-Pacific it has 17 offices including in Tokyo where it is firmly entrenched in Japan’s legal market with a large practice and abundant bengoshi,
Focusses / specialisms
The firm’s Tokyo practitioners advise global and domestic clients on legal and business issues in Japan and overseas with transactional expertise in capital markets, projects and M&A.
Key clients
Key clients of the firm include Pacifico Energy, Export-Import Bank of India, 3M Company, Hitachi High-Technologies Corporation, Northland Power and Sumitomo Mitsui Banking Corporation.
Research period review: 30th edition (2019/2020)
During the research period the firm’s debt capital markets team was highly active advising on corporate, samurai, uridashi and renewable energy projects bonds, while the equity capital markets team handled stock options.
The finance team handled acquisition financing mandates, and projects were busy with airport privatisation, solar, offshore wind, biomass, and outbound projects in cogeneration, lithium, LNG, thermal, coal, waste to energy and electricity.
The corporate team advised on joint ventures, investments, disposals and acquisitions in manufacturing, print, pulp, oil and gas, financial services, technology and consumer goods.
In December 2019 partner Jeremy Pitts retired from the firm’s banking and finance practice. The firm’s projects team was also hit with the departures of partner Anne Hung and counsel Toshio Sasaki. Counsel Yumi Watanabe also left the firm’s corporate practice.
Deal highlights: 30th edition (2019/2020)
-Ako 102MW utility scale solar power plant
-Asahi Group Holdings $11 billion acquisition financing
-Export-Import Bank of India ¥32 billion dual-tranche samurai bond issue
-KT Corporation ¥30 billion samurai bond issue
-Mitsubishi UFJ Trust and Banking Corporation $2.9 billion acquisition of Colonial First State Global Asset Management
-Shingu cogeneration (3800KW heat/1800KW power) project
Client feedback: 30th edition (2019/2020)
Banking
“Timeliness on meeting our demands.”
“B&M's global network is very helpful for us to confirm the feasibility in creating a Japanese security. Also, they do their best to negotiate with borrower counsels.”
M&A
“Proactively analysed the situation and gave us the right advice. Properly coordinates with other external professional firms to proceed with the transaction. Timeliness when completing the tasks.”
“Creativity and advanced knowledge on tax structuring. They have plenty of experience and knowledge especially for the complex Japanese tax regime. In addition to that, they are always focusing on the clients' issues.”
“BM effectively advised the client coordinating with us in a very smooth manner in a situation that is not so precedented (acquisition of a Japanese listed target through tender offer by a foreign strategic company). The advisory work covered due diligence, negotiation with seller, coordination with administrator in the context of a tender offer process, and documentation were delivered in a very efficient manner, during an extremely tight timeframe, while also bridging language and cultural gaps.”
“Commercially realistic, solid client advice. Overall excellence.”
“Flexible approach and attentive service at reasonable fee levels.”
“Prompt response times, commercially relevant advice.”
“I worked opposite Mr. Yutaka Kimura. He represented the highest standard of professionalism, dedication, being business oriented and a real deal-maker. Mr. Kimura bridged the cultures and language and was an instrumental and crucial part in the parties’ ability to close the deal.”
“They have knowledge about M&A all over the world.”
“They minimise our risk on the asset purchase agreement and relative agreements. Also, they flexibly dealt with the seller's unreasonable requests and guided us to settle the deal smoothly.”
“Their tenacious and prompt practice to my team.”
“The law firm takes a very practical approach and understands clients' business needs.”
“They work very closely with the legal and the business team, and diligently with perseverance. Both the legal team and the business team really count on their practical advice and conscientious support. Especially, Mr. Kiyoshi Endo, a partner of the Tokyo office, we really appreciate his hands-on approach to the on-going matter. He does not delegate all the work to junior lawyers and instead, he himself understands issues very well and directly provides detailed analysis and advice to us.”
“They are responsive, approachable, they give commercial and pragmatic advice and are always happy to help.”
“They have US M&A expertise.”
“BM has a good spread of offices in locations where we do business. Our primary contacts in Japan help to facilitate involvement with the local offices whilst maintaining oversight and cost control.”
“BM consistently delivers timely, accurate, and useful advice for our teams. The level of service and priority we receive is exceptional.”
“They provided appropriate risk awareness and pre-emptive countermeasures.”
Project development
“Excellent client service, very committed to ensuring strong, open communication channels.”
“Well-resourced and client friendly; fit-for-purpose advice and solution-oriented; specialist knowledge and technical expertise in niche areas not widely available in the market.”
Clifford Chance
Clifford Chance is a London-based magic circle law firm with over 3300 lawyers and 34 offices across 23 countries. The firm opened its Tokyo office in 1987 and has been advising Japanese clients since 1974.
Focusses / specialisms
The firm has foreign lawyers and Japanese bengoshi operating under a financially integrated platform offering clients inbound and outbound expertise supported by a strong global network. The firm has a market leading debt capital markets practice and has strong finance and projects capability. It also offers M&A and private equity expertise.
Key clients
Key clients of the firm include SMBC Nikko Capital Markets, Japan Bank for International Cooperation, JPMorgan Securities, CVC Capital Partners, Mitsubishi Corporation, The Bank of Fukuoka and Sonnedix Japan.
Research period review: 30th edition (2019/2020)
During the research period the firm’s capital markets practice kept busy advising on green bonds, GMTN, EMTN and MTN programmes, samurai and convertible bond issuances.
The corporate team acted in sales, investments, joint ventures stake and other acquisitions in energy, offshore wind, solar and real estate, while the finance team acted in conventional lending, aviation and acquisition finance mandates.
The projects practice acted in inbound and outbound thermal, offshore wind, biomass, solar, casino, and oil and gas projects in Japan, Vietnam, Morocco, Africa, Taiwan, Turkey, Europe, South Asia and Australia.
The firm bolstered its private equity practice with the hire of partner Michihiro Nishi from Skadden Arps Slate Meagher & Flom.
Deal highlights: 30th edition (2019/2020)
-BBOXX $50 million investment
-Fancl Corporation ¥10 billion zero coupon convertible bond issue
-Japan Finance Organization for Municipalities €500 million green bond issue
-Mine 7/3MW solar PV project
-Nghi Son 2 IPP
-Qracian acquisition financing
-VLI Multimodal $30 million financing
Client feedback: 30th edition (2019/2020)
Asset finance
“It supported us professionally in the entire work. The Japan office helped us especially in regards to the nini-kumiai structure which is rare in JOL.”
“Helped us with extensive knowledge and understanding about aviation, Japanese investors, our capacity and counterparty's demand.”
“I think their positive attributes are the quality of service and relationship management with clients. In terms of the work we asked, they take care of our issues in a timely manner.”
Banking
“Professional and adequate advice in such a short time. Successfully contributed to achieve the client needs.”
“To smooth the execution process of transactions with customers.”
Capital markets: Debt
“Ms. Reiko Sakimura, a partner, always gives us clear and reliable advice.”
“To implement new terms like ARRC based fallback, the firm advised and guided us in good ways to launch by referring to a global capital markets case study.”
“CC Tokyo has an efficient capital markets team led by Reiko Sakimura.”
“The team is consistent and hardly changes members and as such, the institutional knowledge is valuable to clients who often rotate staff.”
Capital markets: Derivatives
“They provide a one-stop service for English law and Japanese law advice and have expertise in the derivatives space.”
Capital markets: High-Yield
“Responsive and cooperative. While the discussion started at a very early stage, the firm showed its willingness to assist us and proactively provided ideas.”
Financial services regulatory
“Contributed to the establishment of a regulatory horizon scanning team. Hitomi Kurokawa has been sitting with us in the bank and working closely.”
“Clifford Chance provides timely, thorough and useful advice on compliance with the Japan reporting requirements. The team of legal assistants who handle the filings are exceptionally capable.”
M&A
“We especially appreciate their positive attributes in clarification of the scheme of arrangement. We consider the impact caused by differences between Japanese law and Australian law. In order to solve them, Clifford Chance in Tokyo and Sydney supported us by providing detailed explanations in Japanese about scheme of arrangement and what is the main issue, how it may impact the terms and conditions of this financing. I truly appreciate them.”
Private equity
“Adequate experience in the area, timely responses.”
Project finance
“The firm has brought extensive knowledge of project finance and local legal matters through the combination of their Tokyo and Moroccan office.”
“Of course they were acting on the lenders side and not for sponsors but they have been always willing to do anything good for a whole project.”
Davis Polk & Wardwell
Davis Polk & Wardwell is a New York-headquartered law firm with 982 lawyers across 10 offices in North and South America, Europe and Asia. The firm established its office in Tokyo in 1987 but can trace its Japanese presence back to a series of Japanese government bond financings during the decade following the Great Kantō earthquake in 1923.
Focusses / specialisms
The firm is best known for its high-end debt and equity capital markets and M&A practices, routinely advising Japanese and non-Japanese issuers and underwriters on their rule 144A and SEC-registered transactions, while acting for potential buyers and sellers in a variety of cross-border transactions, including a mix of outbound, inbound and Japanese business combinations.
Key clients
Key clients include SMFG, SMTB, JFM, Development Bank of Japan, Nippon Paint, Money Forward, Shiseido, IRE and Kobe Steel.
Client feedback:
32nd edition (2022/2023)
M&A
“The firm has broad and long experience in M&As involving Japanese companies and are knowledgeable about M&A practices both in the US and Japan, effectively combining their global capabilities. In addition, they are well aware of potential issues and concerns from not only the transaction parties’ viewpoint but also the financial advisors’ viewpoint (including our standards and stances). Therefore, they are always helpful and important resources for our evaluating potential issues which may arise from our Japan-related M&A financial advisory work.”
Hibiya Nakata
Established in 2012, Hibiya Nakata is a Tokyo-based boutique Japanese law firm. It works closely with Allen & Overy and has access to the Pacific Rim Advisory Council network.
Focusses / specialisms
The firm is focused on inbound and outbound M&A work and caters to mid-sized cross-border M&A transactions. It is traditionally good at advising Japanese companies on their European/US M&A transactions and developed Asian M&A transactions in recent years.
Key clients
Key clients include Sika, Vertex Ventures SEA Management, UT Group, Obayashi, Appirits, Kyoei Denki, Shizuoka Gas, and Daiwa House Industry.
Client feedback:
32nd edition (2022/2023)
M&A
“They provide us with detailed analysis on the possible structure of the collaboration, risk concerning anti-trust laws and regulations, procedures for anti-trust filing. Also, they supported our contract negotiations which includes contract reviewing and drafting of documents.”
“Networking with overseas law firm, managing legal affairs for carve-out deal under collaboration with overseas law firm.”
Hunton Andrews Kurth
Hunton Andrews Kurth is an American law firm resulting from the merger of Hunton & Williams and Andrews Kurth Kenyon on April 2 2018. The firm has more than 900 lawyers in the US, Asia, Europe and the Middle East.
Focusses / specialisms
The firm’s Tokyo office is specialised in foreign project development and project finance practices. It advises clients on strategic investments, acquisitions and financings in key sectors such as nuclear energy, oil and gas, conventional and renewable power, minerals, infrastructure, information technology, manufacturing and services, and life sciences.
Key clients
Key clients of the firm include Nuclear Power Plants Authority and Impact Energy Asia.
K&L Gates
K&L Gates is a US-based international law firm with 45 further offices across Asia, Australia, Europe, the Middle East, and South America. The firm’s Tokyo office was established in 2010.
Focusses / specialisms
The firm offers cross-border transactional advice and is focused on asset finance, with specific expertise in real estate, aircraft, ship, rail, container and telecom equipment finance.
Key clients
Key clients of the firm include Citigroup Global Markets, JP Lease Products & Services, Deutsche Bank, Tokyo Century Corporation, MUFG Bank and Showa Leasing.
Research period review: 30th edition (2019/2020)
The firm has kept busy in the research period with acquisition financing, Japanese operating lease aviation work and advising clients in relation to the Boeing 737 Max aircraft, and on rent holidays requests under lease agreements due to Covid-19 alongside prospective work on green aircraft transactions and on the potential entry of US Pension funds into the aviation finance market.
In 2019 the firm welcomed corporate partner Tsuguhito Omagari from Sonderhoff & Einsel, but lost partner Kamil Ahmed in February 2020.
Deal highlights: 30th edition (2019/2020)
-JOL AIR 2019-1 $683 million ABS transaction
-JP Lease/All Nippon Airways dual currency JOL for one 777-300ER
-PK AirFinance acquisition financing
Client feedback: 30th edition (2019/2020)
Asset finance
“They are experts in aviation finance and one of the few international firms in Tokyo that have full Japanese law capability. They are also very commercial, have reasonable pricing, are hardworking and friendly.”
Kaynex Law Offices
Kaynex Law Offices
Established in 2006, Kaynex Law Offices is a Tokyo-based boutique firm comprised of seven lawyers.
Focusses / specialisms
The firm is traditionally known for its work in the real estate industry and specialised in project development and project finance. It is also active in the banking sector. The firm’s project team primarily focuses on financing, acquisition, development and related regulatory matters in renewable energy, commercial real estate and infrastructure.
Key clients
Key clients of the firm include Kiraboshi Bank, Orix Bank, and Starts Trust.
Research period review: 33rd edition (2022/2023)
During the research period, the firm was particularly active in banking and project development practice.
The firm kept busy handling work in relation to LBO financing, MBO transactions and securitization transactions for lease receivables. The firm was also particularly active in the real estate sector including real estate investment (TK-GK structure, TMK structure and J-REIT structure), real estate lending, real estate securitization, real estate development and construction, and providing regulatory advice for invest management firms.
Client feedback: 33rd edition (2022/2023)
M&A
“They gave us perfect advice with quick response.”
“Superb balance of speed, practicality, fair pricing and creativity.”
“Extremely efficient, flexible, practical, quick and economical.”
Real estate development
“Kaynex provides high-quality services that are based on lawyers’ extensive experience at leading domestic and international law firms. In addition to having in place the systems naturally expected of such a law firm, Kaynex is committed to them in order to provide the highest quality services possible.”
Eiichi Nagai
“He advises both international and Japanese domestic clients on a broad range of matters, including: finance transactions, such as banking, capital markets and securitization; M&A; real estate; renewable energy; and startup and venture capital.”
“Flexible, creative, extremely smart and quick.”
“Extremely efficient, flexible, practical, quick and economical.”
Norifusa Hashimoto
“Always helpful, quick response, and gives us the perfect advice.”
King & Spalding
King & Spalding is a Atlanta-based international law firm with over 1100 lawyers across 23 offices. Its Tokyo office was established in 2015.
Focusses / specialisms
The firm is best known for its projects work where it is active in energy, renewable energy and oil and gas mandates.
Key clients
Key clients of the firm include Mitsui & Co, Marubeni Corporation, Korea Electric Power Corporation, Électricité de France, Keppel Capital Holdings, Korea East-West Power Corporation and MODEC.
Research period review: 30th edition (2019/2020)
The firm’s projects team has kept busy in the past 12 months advising on outbound projects including project bonds, IPPs and IWPPs, gas projects, cogeneration projects, infrastructure funds, LNG projects, and offshore wind mandates in Mexico, Brazil, Senegal, Australia, Saudi Arabia, UAE, Guam, Myanmar and Vietnam.
Deal highlights: 30th edition (2019/2020)
-Fujairah 3 IWPP
-Keppel Asia Infrastructure Fund
-MV24 Capital $1.1 billion 6.748% project bond issue
-Sepia MV30 FPSO Project
Client feedback: 30th edition (2019/2020)
Investment funds
“Meeting deadlines and negotiating legal points with counterparties.”
Project development
“Trustworthiness and gets the work done in a timely manner.”
Project finance
“They are very practical and hands-on. They have very smart people.”
Latham & Watkins
Established in California in 1934, Latham & Watkins is an international firm with 2700 lawyers across 29 offices in the United States, Europe, the Middle East and Asia. It has been active in Japan for over 20 years.
Focusses / specialisms
The firm in Tokyo comprises of bengoshi and US-qualified lawyers focused on high-end, inbound and outbound M&A transactions across the automotive, technology, communications, semiconductor, life sciences, private equity and financial services sectors; and Asia-Pacific project financings across the energy, infrastructure, mining, transport, and telecommunications sectors.
Key clients
Key clients of the firm include Z Holdings Corporation, SB Investment Advisers, Kioxia Corporation, Saputo, Pengerang Energy Complex, JPMorgan Securities and Japan Bank for International Cooperation.
Research period review: 30th edition (2019/2020)
During the research period the firm’s corporate practice handled the Z Holdings/ Line merger, private equity and stake acquisitions alongside investments and joint ventures. The projects team were active in a host of outbound thermal, power, petrochemical, energy, oil and gas, and mining projects in Malaysia, Vietnam, Indonesia, Guam and Australia.
The firm bolstered its M&A team in 2019 with the hires of partners Noah Carr and Ivan Smallwood from Morrison & Foerster but it also lost Nozomi Oda to the same firm.
Deal highlights: 30th edition (2019/2020)
-Grab Holdings $1.46 billion series H financing
-Line Corporation / Z Holdings merger
-Mong Duong 2 1240MW thermal power project
-Saputo / Mori International Corporation joint venture
Morrison & Foerster
Formed in 1883, Morrison & Foerster (MoFo) is a San Francisco-based international law firm with 1,000 lawyers and 17 offices across the US, Asia and Europe. The firm’s Tokyo office has the capacity of approximately 60 US attorneys, 60 Japanese bengoshi, and six attorneys qualified in England & Wales who team with the firm’s global network.
Focusses / specialisms
The firm’s Japan team is strong in a wide range of practice areas and is one of the few international law firms that leads in both domestic and foreign markets and actively advises inbound and outbound transactions. It is strongest in M&A and private equity and very active in banking and finance, debt and equity capital markets, project finance and project development.
Key clients
Key clients include CLS Bank International, Financial Services Agency of Japan, SoftBank Group, Nomura Securities, Daiwa Securities, SMBC Nikko Securities, Mizuho Securities, Fujitsu, Renesas Electronics, Tencent, Tokyo Gas and GSSG Solar.
Paul Weiss Rifkind Wharton & Garrison
Originally founded in 1875, Paul Weiss Rifkind Wharton & Garrison is a New York-based international firm with more than 1,000 lawyers across eight offices. The firm established its Tokyo office in 1987.
Focusses / specialisms
The firm’s Tokyo office is best known for its work in the foreign M&A, private equity and capital markets practices. It advises Japanese companies in the US and elsewhere around the globe, alongside US and other non-Japanese clients in connection with activities in Japan. The firm is also active in joint ventures, investment fund formations and restructurings.
Key clients
Key clients of the firm include Mitsubishi UFJ Financial Group, Apollo, Mitsubishi Chemical America, Itochu and SoftBank.
Client feedback:
32nd edition (2022/2023)
Financial services regulatory
“Global network, English documentation, and organising and streamlining complicated legal issues.”
Ropes & Gray
Established in 1865, Boston-based Ropes & Gray is an international law firm with more than 1,400 lawyers and 11 offices across the US, Asia and Europe. Its office in Tokyo was established in 2007.
Focusses / specialisms
The firm’s Tokyo office is known for its work in foreign private equity and M&A markets. Its core focus is on leveraged buyouts, strategic M&As, private equity, joint ventures, public offerings and capital markets issues.
The firm is also active in the foreign banking market. The banking team acts for both borrowers and lenders in acquisition and corporate financing matters.
Key clients
Key clients include Bain Capital, Baring Private Equity Asia, Kioxia Holdings, Nissan Motor, ADK, Showa Aircraft Industry and Canada Goose.
Shearman & Sterling
Shearman & Sterling is a New York-based international law firm with 850 lawyers across 23 offices. The firm’s Tokyo office leverages off its global and Asia network to carry out transactions in Greater China, southeast Asia, Japan, India, Mongolia and South Korea.
Focusses / specialisms
The particular strengthof the firm’s Tokyo team is its work in the foreign M&A, private equity, capital markets, project development and project finance practices. The M&A team focuses on outbound investments, foreign direct investments, joint ventures, and public and private acquisitions and divestitures in a wide range of industries.
The team’s lawyers are qualified to practice law in the US and the UK and are fluent in Japanese.
Key clients
Key clients include Bunge, Furusato Industries, GC Holdings, JERA, Maruka, Osaka Gas, Michinoku Bank, Toyota Motors, Itochu, Mizuho, MUFG, Nippon Export and Investment Insurance and TEPCO Renewables.
Simpson Thacher & Bartlett
Simpson Thacher & Bartlett is a New York-based international law firm with 900 lawyers across 11 offices in the Americas, Asia and Europe. Its Tokyo office was established in 1990.
Focusses / specialisms
The firm’s Tokyo team is known for its work in the foreign
M&A, private equity, debt and equity capital markets practice. It is also active in banking and finance and cross-border private fund formation.
Regionally, the firm has added a leveraged finance piece to its offering that is based in Hong Kong.
Key clients
Key clients of the firm include All Nippon Airways, Aruhi, Asahi, BofA Securities, Citigroup, Dai-ichi Life Insurance, Daiwa Securities, Goldman Sachs, Mizuho Bank, Morgan Stanley, Japan Airlines and Nissin Foods.
Client feedback:
32nd edition (2022/2023)
Capital markets
“I would highlight two leading partners who have contributed to established capital markets practice by providing solid, reliable technical advice yet keeping in mind commercial reasonableness.”
Investment funds
“Has deep knowledge of the market. Negotiates effectively with LPs, which is very important for a first-time fund of a Japanese emerging manager like us.”
Skadden Arps Slate Meagher & Flom
Formed in 1948,
Skadden Arps Slate Meagher & Flom is a New York-based international law firm with 1,700 lawyers across 22 offices. The firm’s Tokyo office was established in 1987 and operates as a gaikokuho kyodo jigyo (foreign law joint enterprise).
Focusses / specialisms
The firm’s Tokyo team is staffed with bengoshi licensed to practice law and appear in Japanese courts. Its core focus is on structuring and negotiating public and private mergers, acquisitions and joint ventures involving Japanese entities. Its capital markets team handles IPOs, follow-on equity offerings, J-REIT offerings, investment grade and high yield debt offerings, sovereign debt offerings and insurance hybrid debt offerings. The team also assists clients in restructurings and in the formation of investment funds.
Key clients
Key clients of the firm include Toshiba, Sumitomo Mitsui Finance and Leasing, NTT Group, Daiwa Securities, Visional, Janus Henderson Group and Sanken Electric.
Tokyo International Law Office
Tokyo International Law Office is a relatively new M&A boutique that was established in 2019 by former Hibiya-Nakata partners Mikiharu Mori and Koki Yamada.
Focusses / specialisms
The firm has a particular focus on the small to mid-cap M&A market, facilitating outbound M&A transactions by Japanese corporations, joint venture projects with foreign partners, and inbound M&A transactions by foreign investors in Japan. It has expertise in the PR, media, electronics, healthcare, technology, construction, entertainment, financial services and consumer goods sectors.
Key clients
Key clients of the firm include Mitsubishi Tanabe Pharmaceutical, Kurita Water Industries, Yokogawa Electric, Sumitomo Mitsui Banking, Toyota Motors and Hitachi Astemo.
Client feedback:
32nd edition (2022/2023)
M&A
“Their team headed by Mikiharu Mori is very diligent, to the point and delivers on time.”
Tsubame Law Offices
Tsubame Law Offices is an independent law firm based in Tokyo, Japan.
Focusses / specialisms
The firm is strong in the banking area with a particular strength in real estate financing.
Research period review: 33rd edition (2022/2023)
The firm’s banking team regularly advises on transactions in relation to asset finance, securitization and liquidation transactions and project finance, as well as syndicated loan projects.
For real estate, the firm have been involved in a variety of transactions assisting lenders, equity investors, borrowers and asset managers.
In the investment funds area, the firm often advises originators and investors in transactions including venture capital funds, buyout funds, real estate funds, infrastructure funds, bond investment funds and revitalization funds.
Coporate partner Chie Tabata joined the firm in 2022, she was previously with Atsumi & Sakai.
Client feedback: 33rd edition (2022/2023)
Banking and finance
“Tremendous deal experience; very prompt and professional.”
“Prompt and professional. Deep legal knowledge.”
Takumi Fukuda
“Prompt and professional, tremendous legal knowledge.”
“Professional and prompt. Great legal knowledge. Easy to work with.”
