Japan: Less regulation

SUPPLEMENT - THE 2008 GUIDE TO MERGERS & ACQUISITIONS - April 01, 2008

General Overview

What legislation governs M&A activity in Japan?

The main legislation to consider includes the Company Law, the Financial Instruments and Exchange Law (the FIEL) and the Anti-Monopoly Law (the AML) as well as the tax laws for the purpose of structuring a deal. The Foreign Exchange and Foreign Trade Law (the FEFTL) is also important for cross-border M&A activity.

Other legislation such as the Banking Law or Insurance Business Law might be relevant if the transaction involves banks or insurance companies.

What impact have recent legislative changes had on the nature and amount of M&A activity? After a long controversy, a triangular merger became possible under new rules in the Company Law that came into effect as of May 1 2007. The Company Law now makes possible both the inbound and outbound triangular mergers involving a Japanese company. In both cases, this previously gave rise...



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