JAPAN Trends and Developments Contributed by: Yuhei Sakao, Ryota Saito and Shunsuke Ebihara, Miura & Partners
Bribery of Public Officials The Unfair Competition Prevention Act was amended on 7 June 2023, introducing stricter penalties and expanding the scope of punishment for the crime of bribery of foreign public officials. This amend - ment came into effect on 1 April 2024. Additionally, in February 2024, the Ministry of Economy, Trade and Industry revised its Guidelines for Preventing Bribery of Foreign Public Officials, updating the information that companies should refer to when establishing sys - tems to prevent this kind of bribery. While it is unclear whether these measures have been effective, no large-scale cases of bribery involving for - eign public officials have been uncovered in Japan. On the other hand, cases of bribery involving Japa - nese public officials have continued to surface in recent years. For example, corruption cases related to the entry of integrated resort (IR) projects and corrup - tion cases related to the construction of crematoriums have been widely reported. Additionally, multiple individuals and companies involved in the Tokyo Olympics bribery scandal have been prosecuted, with guilty verdicts continuing to be handed down across multiple bribery routes. However, some defendants are still undergoing first-instance tri - als or have appealed, so the situation is being closely monitored. Revision of the Trade Secret Management Guidelines Background and reasons for revision In March 2025, the Ministry of Economy, Trade and Industry revised the Trade Secret Management Guide - lines (the “Guidelines”) for the first time in approxi - mately six years. Under the Unfair Competition Prevention Act (UCPA), “trade secrets” are defined as “technical or busi - ness information useful for business activities, such as manufacturing or marketing methods, that is kept secret and is not publicly known”. To be afforded pro - tection, such information must meet the requirements of secrecy, usefulness, and non-public knowledge.
The Guidelines set forth the minimum standards for measures that must be implemented in order for infor - mation to qualify for protection as trade secrets under the UCPA. The revisions consider material changes in the business environment since the previous revisions, including the widespread use of telework and cloud services, technological advances such as generative AI, amendment of the UCPA, and the accumulation of judicial precedents. Among the revisions, the following points are impor - tant for business operators. The clarification of “kept secrets” Pursuant to the revised Guidelines, it is clear that the scope of individuals subject to confidentiality meas - ures includes not only employees directly employed by the business operator but also dispatched workers, in light of the increasing opportunities for such work - ers to have access to trade secrets. With respect to the content of confidentiality meas - ures, new requirements have been set forth, including segregation of trade secrets from other information, as well as training and awareness-raising for employees. Furthermore, the Guidelines now expressly incorpo - rate considerations, based on recent judicial prece - dents, regarding the level of confidentiality measures deemed appropriate. In addition, examples of con - fidentiality measures are provided, including those addressing the maintenance of confidentiality when trade secrets are input into generative AI systems. The clarification of “useful information” The revised Guidelines clarify the criteria for assess - ing usefulness based on recent judicial precedents. For example, the usefulness requirement is consid - ered satisfied if the information is being utilised in the business operations of the enterprise, regardless of the awareness of the person who acquired the infor - mation. The clarification of “not publicly known” The revised Guidelines clarify that disclosure of a trade secret on the dark web does not automatically result in loss of non-public status. In addition, informa - tion derived from a combination of publicly available information is not deemed to have lost its non-public
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