JAPAN Law and Practice Contributed by: Hiroshi Mitoma, Tomohiko Iwasaki, Kosuke Hamaguchi and Akira Komatsu, Nagashima Ohno & Tsunematsu
Nagashima Ohno & Tsunematsu has an established reputation as a leading Japanese law firm in the area of corporate governance. With a team of ap - proximately 80 partners, having various backgrounds ranging from corporate/M&A and capital markets to litigation and investigations, the firm regularly advises on corporate governance matters. It provides practi - cal and strategic advice related to corporate govern - ance based on relevant laws, regulations and guide - lines as well as current practices. The key areas of the firm’s practice in the corporate governance sector in -
clude conduct of shareholder meetings; proxy state - ments, securities reports and other disclosure mate - rials; investor relationships; dealing with shareholder activists; management composition and governance structure; management compensation; internal con - trol systems; risk and crisis management; and fiduci - ary duties, the business judgement rule and directors’ liability. The firm primarily advises listed companies in the corporate governance context, but from time to time advises institutional investors as well.
Authors
Hiroshi Mitoma joined Nagashima Ohno & Tsunematsu in 1993 and has been a partner since 2001. He taught corporate law at the University of Tokyo Graduate Schools for Law and Politics from 2004 to 2007 and has
Kosuke Hamaguchi joined Nagashima Ohno & Tsunematsu in 2006 and has been a partner since 2017. His practice mainly involves public and private M&A transactions and corporate governance. He also
been a member of the Study Groups of the Corporate Governance organised by the Ministry of Economy, Trade and Industry since 2017. His primary areas of practice are corporate governance and corporate/M&A. He earned his LLB from the University of Tokyo in 1991 and his LLM from Harvard Law School in 1998. He is admitted to the Bar in Japan and New York.
regularly advises clients on corporate crisis management, including governmental investigation, and foreign investment control. He earned his LLB and LLM from the University of Tokyo in 2001 and 2003 respectively, and his LLM from the University of Virginia School of Law in 2012. He worked as a visiting lawyer of Sullivan and Cromwell LLP from 2012 to 2013, and is admitted to the Bar in Japan and New York. practice focuses on TMT, especially new business fields such as AI, web3 and metaverse. He also has extensive experience in start-ups, sports/entertainment and dispute resolution (including international arbitration). He earned his LLB and JD from Kyushu University in 2006 and 2009 respectively, and his LLM from University of Washington School of Law in 2018. He worked at Mitsui Fudosan Co Ltd from 2019 to 2021 and Preferred Networks Inc in 2022. He is admitted to the Bar in Japan and Washington State. Akira Komatsu joined Nagashima Ohno & Tsunematsu in 2010 and has been a partner since 2026. His
Tomohiko Iwasaki joined Nagashima Ohno & Tsunematsu in 1997 and has been a partner since 2007. He has thorough knowledge of the Companies Act, including corporate governance matters, having been
seconded to the Ministry of Justice of Japan for two years and been a member of the team that drafted the Companies Act Bill. His practice focuses on corporate transactions, including international and domestic M&A, capital alliances and joint ventures. He earned his LLB from the University of Tokyo in 1995 and his LLM from Harvard Law School in 2002. He is admitted to the Bar in Japan.
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