Joint Ventures 2025

JAPAN Law and Practice Contributed by: Akira Matsushita, Norihito Sato, Hideki Ben and Nobuhiko Suzuki, Mori Hamada

Mori Hamada is a premier international law firm headquartered in Japan. It provides full-service le - gal support for diverse business activities worldwide. The firm has an extensive network in Japan as well as a strong global presence, enabling it to offer seam - less cross-border solutions. It understands clients’ specific needs and objectives, and tailors solutions to ensure optimal outcomes. The firm’s reputation and expertise are built on decades of practical experience and a proven track record. Its mission is to create value for clients, foster professional growth for peo -

ple, and make a positive impact on the community. The firm’s M&A practice handles M&A, restructurings, joint ventures and corporate alliances in various in - dustries and sectors, including domestic and cross- border transactions (inbound and outbound); listed company, private equity and venture capital trans - actions; going-private transactions; MBOs; acquisi - tion finance; and takeover strategies. The firm’s M&A teams also work in other key practice areas for M&A involving distressed or insolvent companies, and in M&A or joint venture-related litigation and arbitration.

Authors

Akira Matsushita is a corporate and M&A partner at Mori Hamada’s Tokyo office. He specialises in cross-border and domestic M&A, joint ventures, corporate governance, shareholder activism, unsolicited takeovers, and

Hideki Ben is a partner at Mori Hamada’s Tokyo office, where he is involved in the firm’s M&A and

corporate governance practices. He has expertise in the Companies Act, tender offer rules and insider rules. He represents listed companies in M&A, joint ventures, proxy fights, shareholder activism and general corporate governance issues. He was admitted to the Japanese Bar in 2008 and to the New York Bar in 2015. He worked with the Ministry of Justice from 2015 to 2018, where he was responsible for drafting the Companies Act amendment bill.

general corporate and securities law matters. Moreover, he has a wide range of experience in representing public and private companies and private equity firms in cross-border and domestic M&A, including contested M&A and transactions that have been subjected to M&A activism. He was admitted to the Japanese Bar in 2006 and to the New York Bar in 2013. He is a lecturer in M&A Law at Kyoto University Law School.

Nobuhiko Suzuki is a partner at Mori Hamada based in the firm’s New York office, and is experienced in various M&A transactions, with a particular focus on cross-border M&A. He represents private equity and venture

Norihito Sato is a partner of Mori Hamada, and has broad experience in Japanese and cross-border M&A, including joint ventures, strategic alliances, going-private management buyouts, and private equity fund

capital firms as well as strategic investors in numerous international and domestic M&A, and regularly advises international clients on acquisitions of, and joint ventures with, Japanese companies (both listed and private). He was admitted to the Japanese Bar in 2012 and to the New York Bar in 2018. He received his LLM in 2017 from Stanford Law School and his JD in 2011 from Keio Law School.

carve-outs. He leads the TMT (AI/IoT) team and is focused on IoT and automotive sector transactions and regulatory matters. He was seconded to the Ministry of Land, Infrastructure, Transport and Tourism and advises key players in the industry. His recent deals include Hitachi’s carve-out/JV transactions (eg, capital restructure of Hitachi Astemo, joint venture between Hitachi and Honda Motors, with JIC Capital’s participation (2023), and establishment of a joint venture between Hitachi Global Life Solutions and Arçelik (2020)).

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