M&A is an important option for a company’s growth and management strategies. While the objectives and transaction structure of M&A vary for each transaction, there are a number of important issues that require careful consideration and appropriate action by each party to the transaction, including decisions on whether or not to proceed with the transaction, reflection of terms and conditions in relevant contracts, appropriate actions to ensure consummation of the transaction, ancillary transactions to raise necessary funds, smooth post-merger integration and actions to be taken in the event of an unforeseen event.
Gaien Partners offers high-quality legal services in an efficient manner, based on our expertise from years of experience and, where necessary, utilizing our network of other professionals.
Since the enactment of the Corporate Governance Code and the Stewardship Code, the corporate governance of Japanese corporations has changed significantly and continues to change.
Corporate management is under greater pressure to build sound corporate governance due to a variety of factors, such as changes in shareholder structure, increased pressure from activists, increased hostile acquisitions, and a market perspective that puts ever greater emphasis on economic rationale.
Gaien Partners is fully aware of these developments and provides services for the development of governance mechanisms that contribute to the enhancement of corporate value, with a sound understanding of the circumstances of each client.
In an increasingly complex and globalized society, disputes arising from corporate activities are becoming increasingly complicated and diverse, and the path to resolving them is becoming difficult to foresee.
Each member of Gaien Partners has years of experience achieving positive results for clients in a variety of dispute resolution forums, including domestic and multi-national lawsuits and arbitrations and including final judgments/awards and settlements. Gaien Partners provides our clients with practical solutions and professional support essential for dispute resolution.
The range of crises that threaten businesses is widening.
It is essential for companies to strengthen their internal controls for possible crises situations, such as creating risk maps, monitoring operations and ensuring the effectiveness of feedback.
Once a crisis arises, the response must be swift, effective and appropriate. The introduction of a plea-bargaining system in Japan will change the manner of crisis management in general, just as the introduction of leniency system has significantly changed crisis management in the area of competition laws.
Gaien Partners offers business-oriented legal services to help our clients prevent or minimize damage to corporate value in a crisis management situations.
The legal environment around labor relations is changing dynamically in Japan. Major revisions to labor-related laws were made in 2019. These revisions reflect a government policy to reform the manner of work in Japan, encouraging corporate management to make labor policies an important corporate strategy. In addition, the number of labor-related disputes has been increasing, raising new and difficult issues.
Based on our extensive experience in resolving a wide range of legal issues related to personnel and labor affairs, as well as a good understanding of the current trends in court decisions, Gaien Partners focuses on providing clients with practical solutions.
Technical innovation and globalization have brought continuous changes and reforms in the regulatory area – not only changes in laws and regulations but also the introduction of soft laws. Companies are required to operate in this changing regulatory environment.
Gaien Partners stays well aware of the latest laws and regulations and regulatory approach of Japanese authorities and can provide timely and practical advice to enable clients to respond to the changing in regulatory landscape.
We provide advice and support when a company faces a financial crisis – advising both creditors and debtors on financial and organizational strategies to improve financial conditions and secure the ability to remain a going concern. When appropriate, we use our network of professionals to organize an appropriate team for implementation of the strategy.
It is important for the success of start-up companies to have good access to legal professionals from an early stage. It is not rare to see an IPO having to be postponed due to legal issues that should have been handled at the initial design stage of a new business. Gaien Partners offers continuous support to start-up companies, taking the mind-set of “thinking and growing together with our clients.” We also advise venture capitals and other fund providers for venture businesses.
In the course of corporate activities, companies are required to handle a variety of legal matters with efficiency and precision — for example, reviewing contracts (for sale and purchase, system development, licenses, leases, etc.), responding to claims from various parties (customers, suppliers, employees, etc.), and assessing legal risks surrounding new business opportunities. Gaien Partners deals with a wide range of legal issues to support our clients with their day-to-day legal issues.
