Finance and Financial Institutions

Derivatives

Anderson Mori & Tomotsune has a well-established derivatives practice and is adept at responding to the complex issues surrounding sophisticated derivatives transactions. Our expert lawyers regularly provide services for the negotiation and drafting of the ISDA documents. We also provide support in a broad range of regulatory compliance issues regarding over-the-counter derivative transactions including the variation and initial margin requirements, and frequently hold in-house seminars for our clients. AMT provides advice on all major categories of derivatives transactions, such as currency, interest rate, equity, credit and commodity derivatives. We also advise on earthquake derivatives, energy derivatives and emission allowance derivatives transactions, as well as structured finance transactions involving hybrid instruments such as structured deposit, synthetic collateralized debt obligations (CDOs), credit-linked notes (CLNs), credit-linked loans (CLLs) and repackaged notes, including the structuring of these derivatives-related transactions. AMT has extensive experience in advising on settlement procedures upon occurrence of a credit event regarding Credit Default Swap (CDS), in addition to handling close-out processes and the procedures for filing proofs of claims in the event of counterparties' defaults under derivatives transactions. We also provide advice in connection with litigation and other disputes relating to derivatives transactions, and services in connection with various litigation proceedings concerning accountability, legal capacity and authority to conduct transactions, and interpretation of contracts, as well as services relating to Alternative Dispute Resolution (ADR). In addition, by leveraging our global network with overseas law firms, we advise on cross-border transactions with multi-jurisdictional elements and conduct research on foreign laws and regulations by working closely with leading overseas law firms that we consider to be the most suitable for each project.

INSIGHTS

PROFESSIONALS

Daisuke Tanimoto
DaisukeTanimoto
Tokyo
Partner
Tokyo

Partner

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Daisuke Tanimoto has extensive experience in the areas of derivatives, securitization and structured finance. He is often sought for his advice on derivatives transactions involving ISDA documentation and is well-versed in all aspects of derivatives documentation practice. Clients also look to him for the handling of complex transactions with multi-jurisdictional elements that require close collaboration with leading overseas law firms. Daisuke is also familiar with a wide range of financial regulatory and cross-border legal issues, taking advantage of his work experience at the Financial Services Agency of Japan and at the Financial Markets Law Committee in London.
Hiroto Ando
HirotoAndo
Tokyo
Partner
Tokyo

Partner

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Hiroto Ando has been engaged in a broad range of matters at Anderson Mori & Tomotsune since he joined the firm in 2002. He focuses on a variety of corporate matters including issuance of securities in both the international and domestic capital markets, mergers and acquisition and corporate restructuring.
Osamu Adachi
OsamuAdachi
Tokyo
Partner
Tokyo

Partner

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Osamu Adachi advises both overseas and Japanese clients on a variety of international and domestic legal matters, such as securities offerings, investment trusts and investment corporations, securitizations, derivatives, financial transactions, banking and securities regulatory issues, mergers and acquisitions, real estates, hotel managements and international commercial transactions.
Takaharu Totsuka
TakaharuTotsuka
Tokyo
Partner
Tokyo

Partner

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Takaharu Totsuka is a partner and has been involved with various types of financial transactions including financial regulatory issues in relation to the Banking Law and Financial Instruments and Exchange Act, securitizations of real properties and receivables, PFI (private finance initiatives), and syndicated loans to operating companies and investment corporations. His scope of experience also includes mergers and acquisitions and general corporate issues.
Ken Kawai
KenKawai
Tokyo
Partner
Tokyo

Partner

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Ken Kawai has extensive experience advising financial institutions, fintech startups, investors and corporate clients on complex finance and financial regulatory matters. Ken's focuses primarily on the fintech industry, and regularly advises fintech companies, financial institutions, international organizations and industry organizations on legal issues surrounding fintech, including the complex legal framework governing cryptocurrencies, initial coin offerings and blockchain. Ken also specializes in derivatives, and has counseled global banks, broker-dealers and investors on regulatory matters and best practices in respect of derivatives and related products. He derives his deep and practical knowledge in this area from his 17-year career at MUFG Bank, Ltd. (formerly known as The Bank of Tokyo-Mitsubishi and, prior to that, The Bank of Tokyo Ltd.), where he was involved in derivatives trading and marketing. Ken's practice also involves corporate bankruptcy, insolvency and reorganizations. He has represented debtors or creditors in several insolvency cases that involve complex financial transactions and cross-border issues. He also advises several G-SIFIs and related institutions on Bank Recovery and Resolution Regimes.
Ryu Umezu
RyuUmezu
Tokyo
Partner
Tokyo

Partner

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Ryu Umezu specializes in finance, securities and capital market transactions, investments (including corporate, business and real property acquisitions), investment funds and regulatory matters for financial institutions and investment funds. As a capital markets specialist, he has prominent record in advising IPOs, listings, equity offerings and debt offerings in Japan as well as at the markets out of Japan including the US, UK, Europe, Hong Kong, Singapore and Israel. He advises a number of major global and Japanese financial institutions.
Hiroaki Takahashi
HiroakiTakahashi
Tokyo
Partner
Tokyo

Partner

Contact
Hiroaki Takahashi is a partner at Anderson Mori & Tomotsune and has been engaged in the broad areas of structured finance including securitization of various assets, real estate investment, project finance and PPP/PFI. In addition, he has handled numerous finances, M&As and joint ventures relating to development of resources and energy in and outside Japan.
Naoyuki Kabata
NaoyukiKabata
Tokyo
Partner
Tokyo

Partner

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Mr. Naoyuki Kabata has been involved with an extensive range of financial transactions at Anderson Mori & Tomotsune, including securitization, asset management and investment funds, project finance, PFI (private finance initiative) and LBO (leveraged buy-outs). Mr. Kabata has also assisted both domestic and international clients in general corporate matters, such as corporate acquisition and turnaround, licensing transactions, and intellectual property.
Tomoki Debari
TomokiDebari
Tokyo
Partner
Tokyo

Partner

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Since joining the firm in 2001, Tomoki Debari has been involved principally in the fields of insurance, banking, securities and asset management, as well as M&A projects involving insurance companies and other financial institutions. He has extensive experience representing Japanese and foreign insurance companies in various matters in Japan, including: (a) formation of branches, subsidiaries and insurance joint venture companies in Japan and applications for insurance business licenses; (b) acquisition of shares in insurance companies and/or portfolio transfers; (c) demutualization and other structural changes, including conversion of Japanese branches into subsidiaries licensed to conduct insurance business; (d) strategic alliances and mergers involving insurance companies; (e) outbound investment and/or formation of joint ventures in the U.S., Europe and Asia (including Vietnam, Turkey, Thailand and Singapore) by Japanese insurers; (f) development of new life and non-life product lines; (g) asset management (including real estate, funds and various derivative transactions); (h) reinsurance transactions and ancillary hedging transactions; (i) ongoing advice on all major issues relating to the Insurance Business Act and Insurance Contract Act; (j) litigation and alternative dispute resolution (including disputes relating to reinsurance); and (k) FSA inspections. As an additional area of specialization, Mr. Debari has also developed extensive expertise in environmental law matters. He assisted Japan's Environmental Ministry in its development of the Soil Contamination Countermeasures Act of Japan, adopted in 2002, and since then has advised clients on a wide variety of environmental issues, including: (i) development of environment impairment liability policies and environment remediation expense policies for several insurance companies; (ii) numerous real estate projects in which analysis and management of environmental risks played a key role, including sales, transfers, securitizations and M&A transactions; (iii) global studies by clients in the areas of soil, groundwater, and air contamination (including one such study for a major U.S. airline); (iv) development by clients of emergency reaction and contingency plans against soil and groundwater contamination; and (v) dispute resolution (including both litigation and alternative mechanisms) regarding environmental issues between joint venture partners, as well as with local governments and the public.
Takeshi Nagase
TakeshiNagase
Tokyo
Partner
Tokyo

Partner

Contact
Takeshi handles finance and corporate transactions, and has significant experience advising on a variety of matters, including public and private M&As, joint ventures and fintech advisory matters. His clients range from prominent financial institutions to virtual currency start-ups. Between 2013 and 2014 Takeshi, was seconded to the Disclosure Department of the Financial Services Agency of Japan, where he was part of a team that revised the laws and guidelines governing disclosure by listed companies, and prepared the Japanese Stewardship Code. Additionally, he has experience, on secondment, at the legal department of major Japanese securities firm from 2015 to 2017, where he handled a broad range of finance and corporate transactions. As a result of the exposure gained on these secondments, Takeshi is often sought for his advice on finance-related matters, with particular focus on the regulator’s point of view. Recently, Takeshi has also been advising on virtual currency laws, including registration requirements applicable to virtual currency exchange service providers, regulations for initial coin offerings, and the like.

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