Capital Markets

With a long history of “firsts” in capital markets, we are experienced in advising clients in the ever-changing capital markets practice

Deep Experience and Leading Reputation

We have been a leader in the capital markets practice in Japan since the founding of one of our predecessor firms, Hamada & Matsumoto, in the 1970s. Having long advised issuers and underwriters, we have a wealth of experience in all types of corporate financing matters covering a wide range of industries, markets, and financial instruments.

We frequently act in relation to public offerings of equity and debt securities in Japanese and overseas markets, including global offerings, initial public offerings, Eurobond related transactions, privatizations, and third-party allotments of common and preferred shares.

We delight in advising clients in novel, and complex transactions and have helped clients achieve a number of milestones in capital markets practice, including the first rights offering in Japan, one of the first listings of a Japanese corporation on the Singapore Exchange, the first listing of dual voting class shares in Japan, and the primary listing of a foreign corporation on the Tokyo Stock Exchange.

We have significant experience in capital raising in Japan by overseas entities including in the samurai and Tokyo Pro-bond markets.

In addition to our expertise in advising on financing matters in the primary market, we frequently advise on other capital markets matters such as the sale or purchase of securities in the secondary market through tender offers, block trading, and market dealing; statutory and timely disclosure issues; stock repurchases; internal controls; corporate governance; appropriate responses to incidences of improper accounting issues and insider trading; and dealing with the relevant authorities in relation to the foregoing.

We draw on our overall strength to achieve the successful resolution of significant securities related cases, including cross-border disputes. Our strong team of experienced lawyers is fully up-to-date with the recent developments in global capital markets practice.

Integrated Support

Drawing on our strength as a full service law firm, our capital markets lawyers can offer a full range of legal services to meet the needs of our clients, including providing integrated solutions to listed companies and companies with plans to go public.

For example, our Capital Markets Practice Group works closely with our M&A Practice Group on transactions that involve a tender offer or a third-party allotment scheme. Similarly, lawyers in our Company Law Practice Group are involved if the matter involves shareholder and investor relations, corporate governance, director liability, or capital policy of a listed company. A response to a corporate scandal involving capital markets practice, such as securities litigation or improper accounting or insider trading, will be addressed together with our Litigation Practice Group lawyers.

We gain significant insight into regulatory trends and practices through regular secondments of our lawyers to important governmental agencies and regulatory bodies, such as the Financial Services Agency, the Ministry of Justice, and the Tokyo Stock Exchange. These secondments provide us with invaluable perspectives on the ever-changing regulatory environment of the capital markets industry.

Asian Network

The rapid economic growth of many countries across Asia has elevated the importance of regional capital markets practice, with an increasing number of companies electing to list on exchanges in Singapore, Hong Kong, and Taiwan. Tony Grundy is Senior Of Counsel in our Singapore Office and has many years of experience in capital markets practice throughout Asia, having worked for a number of years in Singapore and Japan. With his assistance, our Singapore Office has become a hub for our capital markets practice throughout Southeast and South Asia.

Through our Yangon Office, we are also supporting the government of Myanmar to introduce a stock exchange.

Capital Markets:People

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Capital Markets:Legal Topics

Capital Markets:Newsletters

Revision of Prior Notification System under the Foreign Exchange and Foreign Trade Act: Disclosure of Draft Amendments to Cabinet Orders, Ministerial Ordinances and Public Notices (Breaking News)
Update: Japanese HFT Regulations to Take Effect in April 2018
The new High Frequency Trading (HFT) regulations introduced by the amendment to the law

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Capital Markets:News

The Best Lawyers in Japan™ and Best Lawyers: Ones to Watch in Japan™ (2025 edition)
Top rankings received from Chambers Global 2024
Top rankings received from The Legal 500 Asia Pacific 2024
Firm ranked 1st in Japanese Capital Markets Legal Advisory Review 2023 by LSEG Data & Analytics
Top rankings received from Chambers Asia-Pacific 2024

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Capital Markets:Seminars

Mar. 30, 2023External Seminars
"4th Asia-based International Financial Law Conference 'Session two: Fintech’s impact on Asian financial markets I: the regulatory and legislative developments in STO and digital exchanges' "
Sep. 10, 2018MHM Seminars
”Japan Investment Seminar ”
Oct. 19, 2016External Seminars
ABA Section of International Law 2016 Fall Meeting"Carve Outs – Asia Style"
Sep. 22, 2016External Seminars
IBA Annual Conference Washington D.C. 2016 "Company financing: trends in debt and equity funding"

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Capital Markets:Publications

Magazine Article
"Key Points for Disclosure of 'Material Agreements' Based on Revisions to the Cabinet Office Order on Disclosure"
"JAPAN: An Introduction to Capital Markets: Domestic: J-REITs"
Magazine Article
"Agreements and Covenants Between Companies and Shareholders: Practical Notes Regarding Revisions to the Mandatory Disclosure of 'Material Agreements'"
Magazine Article
"Cross-Sector Cybersecurity Laws (Vol. 4): Cybersecurity x Disclosure - Information Disclosure Related to Cybersecurity Focusing on the Financial Instruments and Exchange Act"
Magazine Article
"Amendments to the Financial Instruments and Exchange Act in 2023: Trends in Amendments to Information Disclosure Systems in Japan"

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