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    Proterial, Ltd. - Transfer of Piping Components Business to Okaya & Co., Ltd.

Nishimura & Asahi advised Proterial, Ltd., a leading manufacturer of specialty metal products, on the transfer of its piping components business to Okaya & Co., Ltd [NSE: 7485].

The Nishimura & Asahi team advising Proterial was led by partners Hiroyuki Usuda, Shinji Dohi, Takefumi Suzuki, and Satoru Yoshikawa from our corporate/M&A practice, Junko Wakabayashi from our competition/antitrust law practice, Kaoru Tatsumi from our NY office, and Takashi Nomura from our Shanghai office.

People

臼田 啓之

Hiroyuki has advised on numerous M&A transactions in both domestic and cross-boarder areas, and in both the private and public sector for over 25 years. He has also provided legal services regarding general corporate matters including advice on the general shareholders meetings of public companies, risk management and business judgment matters based on his extensive knowledge of law and economics.

野村 高志

He has handled mainly China's legal affairs for more than 20 years, and has a wealth of experience advising numerous Japanese companies investing in China, Chinese-related M&As, corporate restructuring and withdrawal, crisis management, intellectual property rights, labor, litigation and disputes, and Chinese companies' investment projects in Japan. Having spent more than 10 years in Shanghai, China he has earned the trust of his clients thanks to his ability to solve problems in the field. He has written numerous books, papers, and lectures in the fields of Chinese legal affairs and intellectual property.

Shinji provides strategic and practical advice to both public and private clients in various corporate matters, including cross-border M&A transactions. Shinji is well accustomed to communicating closely with clients, addressing their concerns precisely, proposing strategic solutions, and providing legal services in a timely manner. Shinji’s practice covers various M&A transactions, such as Inbound / Outbound cross-border deals, mergers between public companies, tender offers, management buy-outs, privatization transactions, business alliances, corporate reorganizations, and joint ventures. Shinji also deals with a wide range of corporate matters, including corporate governance matters, defenses against hostile takeovers and shareholder activism, advice on shareholder meetings, corporate disputes, and labor matters. In addition, Shinji has published various articles on M&A topics and corporate law topics in Japan.

辰巳 郁

Kaoru TATSUMI

  • NY LLP Partner
  • New York

Mr. Tatsumi mainly advises clients on international and domestic corporate transactions such as mergers, MBOs/LBOs, joint ventures, venture capital investments and other types of M&A transactions, as well as general corporate matters and commercial disputes relating to such corporate transactions; advising major business companies, financial institutions, and private equity funds, both in Japan and overseas.
 
 Mr. Tatsumi is one of only a few lawyers in Japan who has been seconded as an attorney to the Ministry of Justice, and during his tenure there he had a significant role in important governmental activities, such as the amendment of the Companies Act.
 
 Drawing on his significant expertise and deep knowledge, he has authored numerous books and articles in the area of M&A, as well as general corporate law. These publications provide practical solutions to complex legal issues, and bolster Mr. Tatsumi's reputation as a highly respected legal practitioner.

鈴木 健文

In 2015, Mr. Takefumi Suzuki was dispatched to a leading foreign law firm in Myanmar, where he was stationed for one year. He was also engaged as a special researcher to research legal affairs and markets in Myanmar for two years by the Ministry of Justice of Japan. He has experience in legal education/public interest projects, such as the project to draft the business legal affairs text book for judges in Myanmar with the cooperation of the Supreme Court of Myanmar, and delivered legal lectures to judges in Myanmar on business legal affairs. He has been engaged in a large number of cross-border transactions, such as cross-border M&A and joint venture transactions, and strives to flexibly handle the cases to adjust to and respect local customs and practices based on his broad experience in emerging and developed countries. He also has extensive experience in providing advice to governments and quasi-governmental organizations in Japan and foreign countries.

若林 順子

Junko Wakabayashi specializes in antitrust and competition law. She has extensive experience with various antitrust matters and issues, including merger filings, cartels, transactional matters, and compliance, in both domestic and cross-border cases. She regularly engages with global clients and negotiates with competition authorities on their behalf. Due to her prior experience at the Ministry Land, Infrastructure, Transport, and Tourism, where she engaged in policy and rule making, as well as operations, and built a network of connections in government offices, Junko has a deep knowledge and understanding of regulations and government affairs, particularly those that impact transportation industries (e.g., aviation, automotive). She was seconded to a major energy company, where she acquired familiarity with the energy industry. Her wide range of experience enables her to provide precise, tailored advice that accurately addresses and responds to each client’s needs and business operations.

吉川 悟

Satoru has been engaged in M&A transactions, business alliance/collaboration deals including cross-border transactions since 2010. Also, Satoru was seconded to a legal department and a new business office of listed companies in Japan for 4 years in total, and he dealt with many transactions, such as investment and business alliance/collaboration from the sourcing of the transactions through to the negotiation of the agreement, implementation of the necessary procedures and PMI, and assessing the alliance effect after the closing. Based on this experience, Satoru provides multifaceted legal advice in a timely and flexible manner in accordance with the size and nature of the individual transaction.