Services and FAQ

**The information in the Q&A portion of this website is up-to-date as of the date indicated. We do not guarantee conformity with the most recent laws, regulations and court precedents. Also, please note that the Q&A has not been prepared with any specific matter in mind, so please make sure to consult with the appropriate advisors for each specific case.

1.Incorporation	Incorporation Procedure Q1 (Incorporator) Q2 (Number of Directors and Corporate Auditors) Q3 (No Board or Corporate Auditors) Q4 (Capital Structure) Q5 (Contributions in Kind) Q6 (Post-Incorporation Asset Purchases)
2. Business Model Legality/ Regulatory Approval Investigation	Business Model Legality/ Regulatory Approval Investigation Q1 (Telecom Regulations and Internet Businesses) Q2 (Product Liability for Resellers) Q3 (Copyright Law and Video Distribution Sites) Q4 (Antimonopoly Law and Discount Sales) Q5 (Scope of Antimonopoly Law) Q6 (Required Disclosures in Specified Commercial Transactions) Q7 (Required Disclosures in Online Sales) Q8 (Product Sales vs. Services under Act on Specified Commercial Transactions) Q9 (Cooling-Off Period in Online Sales) Q10 (Necessity of Privacy Policies) Q11 (Consent to Privacy Policies) Q12 (Use of Personal Information and Privacy Policies) Q13 (Protection of Personal Information) Q14 (Personal Information to Third Parties)
3.Corporate Matters and Procedure	Corporate Matters and Procedure Q1 (Scope of Authority of Shareholders’ Meetings) Q2 (Adding Directors) Q3 (Citizenship of Representative Directors) Q4 (Minutes in English) Q5 (Director Seals) Q6 (Interested Transactions)
4.Contract Drafting, Review and Negotiation	Contract Drafting, Review and Negotiation Q1 (IP Rights in Outsource System Development) Q2 (Invention Ownership in Joint R&D Agreements) Q3 (Antimonopoly Concerns in Distribution Agreements) Q4 (Ownership to Improvements in Patent Licenses) Q5 (Limitation of Liability in Terms of Use) Q6 (Amendments of Terms of Use) Q7 (Anti-Social Forces Provisions) Q8 (Tokyo Ordinance on Organized Crime Groups) Q9 (Signing Authority) Q10 (Termination of Contract Negotiations) Q11 (Oral Promises)
5. Financing	Financing Q1 (Regulation of Private Placements) Q2 (Investment Contracts) Q3 (Debt-Equity Swap (DES)) Q4 (Procedure for Foreign Investors – Company) Q5 (Procedure for Foreign Investors – Investor) Q6 (Regulation of Convertible Bonds with Warrant (CB)) Q7 (Third Party Valuation for CB)
6.Intellectual Properties	Agreement related to Intellectual Properties Strategy for Intellectual Properties Application for Pants Application for Trademarks Advice on Copyrights
7.M&A	M&A Q1 (M&A Structures) Q2 (Shares Purchase vs. Share Exchange (Kabushiki-Kokan)) Q3 (Share Transfer (Kabushiki-Iten)) Q4 (Merger with Foreign Company) Q5 (Antimonopoly Act Issues) Q6 (Antimonopoly Issues in Share Purchases) Q7 (Past Issuance of Share Certificates) Q8 (Unpaid Wages of Employees) Q9 (Continued Use of Seller’s Name)
8.Labor	Rules of Employment Employment Agreement Social Insurance Calculation of Salary Advice on Labor Related Matters
9.IPO	Legal Due Diligence for IPO Review of IPO Related Documents
10.Tax and Accounting	Tax Return Advice on Tax Monthly Closing Evaluation of Stock Price Accounting Due Diligence
11.Disputes	Litigation Provisional Attachment Order, Provisional Disposition Order Negotiation Concerning Disputes Warning Letters