Establishment of a joint venture in Thailand between a major Japanese chemical manufacturer, a major Thai petrochemical manufacturer and a major Japanese trading company

Takefumi Sato is a partner in the M&A and general corporate practice groups at Nishimura & Asahi. He has represented clients in various M&A transactions and other kinds of domestic and cross-border commercial transactions. His broad M&A experience includes business mergers and strategic alliances involving listed companies and going-private transactions via cash-out schemes, management buyouts, and joint ventures, and covers a wide range of industries such as manufacturing and financial services. He has also advised companies on defending against unsolicited bids and hostile takeover attempts. In addition, he has a wealth of expertise in matters related to the Companies Act and the Financial Instruments and Exchange Act and has frequently counseled clients on corporate governance matters, including advising on shareholders meetings and providing support for business judgments. He also lectures and publishes in these areas. Moreover, he has recently expanded his practice to emerging legal issues in situations requiring difficult business decisions.

Madoka advises clients on various matters of competition law, including domestic and international cartels, bid-rigging, M&A transactions, investigations by the JFTC, leniency applications and general antitrust law compliance. She is especially active in cross-border transactions. She has represented clients in connection with investigations into various global cartels, involving air cargo, marine hoses, TFT-LCDs, airlines, and bearings, and also in various merger-control cases, including a vertical integration between semiconductor equipment manufacturers, and major global merger transactions in the chemical and pharmaceutical industries. She has particular strength and experience handling IT-industry mega deals. Madoka is also active in advising in the international trade area, in particular, government procurement and export control. In addition, she advises on laws preventing unfair competition, including trade secret cases. She served as lead counsel to Nippon Steel Corporation in multinational trade secret litigation against POSCO (a South Korean steel company), a landmark case in this area, and successfully negotiated a favorable settlement for her client. She was a member of the Subcommittee on Unfair Trade Policies and Measures of the Industrial Structure Council at the Ministry of Economy, Trade and Industry from 2013 to 2023.

Since joining the firm in 2003, he has gained experience mainly in the corporate field. Following a one-year secondment from 2008 to the New York Branch of a Japanese financial institution, he worked at a local Thai law firm for two years starting in 2011 to deepen his knowledge of a wide range of fields, particularly concerning the Kingdom of Thailand. In July 2013, he was appointed as the representative of the Bangkok Office along with establishment of the office. He has the advantage of communicating closely with local Thai lawyers and providing appropriate and professional legal advice quickly. Currently based in Bangkok, he is widely involved in M&A, labor, and international transactions, such as general corporate legal matters, investment, joint ventures, and acquisitions in Southeast Asian countries, mainly concerning the Kingdom of Thailand. He is involved in many activities, including the establishment of Japanese companies and organizations in Thailand and other Asian countries, as well as the subsequent issues, seminars, and articles on internal compliance of the companies.

Tomohiro’s practice focuses on M&A, joint ventures, and general corporate matters, with a particular emphasis on cross-border transactions. In the area of M&A, he has advised on many acquisitions of foreign companies by Japanese companies, MBOs and other de-listings of Japanese listed companies, and mergers and other integrations between listed companies. In the area of joint ventures, he has advised on numerous overseas joint venture transactions between Japanese companies and foreign companies. Over the last few years, he has also been advising clients in the gaming industry, and is the only Japanese attorney ranked in the Gaming & Gambling category of Chambers Global 2022 and Chambers Asia-Pacific 2022.