Corporate
Corporate — M&A, Governance & Restructuring
From growth to crisis, we bring a legal perspective to your key business decisions. Experience gained handling corporate work and M&A at a major firm, delivered to companies of any size.
Overview
From one-off, high-stakes decisions such as M&A and capital policy, to day-to-day contracts and governance, and on to restructuring when cash flow deteriorates — we cover every phase of corporate activity. We keep the standard of work developed at a major firm while adjusting our involvement to your size and stage, from startups to mid-sized companies. We take on anything from a spot request (reviewing a single contract, one phase of an M&A deal) to an ongoing advisory role, at whatever depth you need. Cross-border matters are handled seamlessly in Japanese or English.
How we help
What we can do
M&A & Business Succession
End-to-end support from initial structuring through NDAs and letters of intent, legal due diligence, contract negotiation, and closing. On the buy side or the sell side, and for succession where there is no successor in place.
Corporate Governance
Board design, running of board and shareholder meetings, internal controls, and clarifying director duties and conflicts of interest — so that corporate decisions hold up procedurally later on.
Contracts & Transactions
Drafting, reviewing, and negotiating master agreements, service contracts, licensing, NDAs, and more — including English-language and cross-border transactions.
Compliance & Crisis Management
From peacetime preparation such as internal rules and program design, to crisis response including misconduct, internal investigations, and reputation. We favor design before an incident over cleanup after.
Disputes & Restructuring
Handling disputes, litigation, and arbitration with counterparties, and workouts or restructuring when cash flow tightens. The earlier you consult us, the more options remain open.
Our approach
Legal work is not only defense. We make the options, risks, and costs visible up front, so that management can choose its next move with confidence.
How it works
From consultation to resolution
First consultation & issue mapping
Starting from the decision you actually face, we lay out the issues, options, likely risks, and cost outlook first. The first 30 minutes are free.
Strategy & structuring
We design the structure and schedule. For an M&A deal, we begin with the early framework — NDAs and letters of intent.
Due diligence & review
Through legal due diligence we surface risks, sort them by materiality, and translate them into a practical response plan.
Negotiation & documentation
We run the negotiations and prepare the documents, handling coordination with the counterparty and stakeholders, aligning with you at the key junctures.
Closing & post-deal support
We see the matter through to closing and follow up on integration and residual issues afterward — continuing as your ongoing counsel where useful.
Typical requests
For example, we take on requests like these. If you are unsure whether your situation fits, please just tell us.
We want to acquire a company or sell a business — advise us on process and key contract points
Please review our master or service agreements
A dispute has arisen among shareholders or directors; we need to reset governance
Cash flow is tight — we want to understand workout and restructuring options
We need help with an English-language contract and negotiation with an overseas partner
About fees
The first 30 minutes are free. Thereafter we propose a retainer plus success fee, or time-based billing, according to the scale and nature of the matter. We handle both spot requests (a single contract review, one phase of an M&A) and ongoing advisory retainers. In every case, fees are set out in writing before work begins.
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