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LAWYERS

ITO Hiroki

ITO Hiroki

Title
Partner
Languages
Japanese (native)/English
E-mail address
hito@iwatagodo.com

Career Summary

September 1981
Born in Chiba Prefecture, Japan
March 2000
Graduated from Chiba Prefectural Chosei Senior High School
March 2004
Received his LL.B. from Waseda University
March 2006
Received his J.D. from Waseda Law School
December 2007
Received his Diploma from the Legal Training and Research Institute of the Supreme Court of Japan (New 60th)・Registered as a Japanese attorney
December 2007
Joined Nishimura & Asahi Law Firm
September 2013
Joined Iwata Godo
March 2021-
Appointed as Outside Auditor of Recovery International Co.,Ltd. (Currently in the office)
June 2023-
Outside Director, Maezawa Kyuso Industries Co., Ltd.

Practice Areas

Corporate
M&A
Finance
IPO/Startup Support
Dispute Resolution
Crisis Management
Competition/Antitrust Law
Consumer Law

Engaged Cases

・M&A of listed companies and financial institutions (merger, company split, stock exchange, transfer of business, transfer of stocks, stock issue, tender offer, joint venture, capital and business alliance, etc.);
・Providing legal advice on industry regulations such as the Banking Act, the Financial Instruments and Exchange Act and the Insurance Business Law.
・Dealing shareholders’ meetings.
・ Cases of Struggling for Management Rights and of Hostile Take-over, as well as, Response to Activists, etc.
・Providing legal advice or preparing written opinion on duty of diligence of executives of listed companies.
・Providing legal advice on internal control system, structuring and operation of corporate governance.
・Providing legal advice on capital policy.
・Providing legal advice on planning, designing and operating of takeover defense measures.
・Investigating the causes and responding to authorities (as a member of an investigative committee) in relation to scandals within corporation, providing legal advice on establishment and operation of compliance structure.
・Providing venture companies with legal advice (preparing financing agreements and investment agreements focusing on equity finance, establishing organizational structure, and developing rules, etc.);
・Handling and giving advice on commercial disputes.

Message

I will strive to be able to provide accurate legal services that meet clients’ needs, making the most of my experiences in areas of M&A and general corporate legal services.

Professional Memberships

Dai-Ichi Tokyo Bar Association

List of Main Publications

【Articles】
・“Dealing with Shareholder Proposals” (co-author, Shoji Homu No. 480, March 2024)
・“Conducting Annual Shareholder Meetings in June 2023” (co-author, Gekkan Kansayaku No. 747 (April 2023) 2023)
・“Drafting Business Reports and Shareholder Meeting Reference Materials: Recent Trends in Corporate Governance (Part 2)” (co-author, Shoji Homu (No. 468) (February 2023) 2023)
・“Preparing Business and Audit Reports for Annual Shareholder Meetings in June 2023” (co-author, Gekkan Kansayaku No. 745 (March 2023))
・“Drafting Business Reports and Shareholder Meeting Reference Materials: Recent Trends in Corporate Governance (Part 1)” (co-author, Shoji Homu (No. 467) (February 2023))
・“Analysis of Annual Shareholder Meetings in 2022” (co-author, Gekkan Kansayaku No. 744 (February 2023))
・“Shareholder Proposals: A Practical Approach for Company Auditors” (Gekkan Kansayaku 743, January 2023)
・“Practical Implications from Recent Judicial Precedents Relating to General Shareholders Meetings Where Pros and Cons Compete with Each Other” (co-author, No. 2294 issue (May 5 & 15, 2022 issue) of Shoji Homu.)
・“Countermeasures for Shareholder Meetings in June 2022; Final Check of Simulated Questions and Answers – 20 Major Simulated Questions and Answers-“ (co-author, No. 457 issue (April 2022 issue) of Shoji Homu.)
・“Pointes to be Noted in Dealing with Shareholders’ Meetings Based on the Amended Companies Act (II)”(co-author, No. 443 issue (February 2021 issue) of Shoji Homu, 2021)
・“Pointes to be Noted in Dealing with Shareholders’ Meetings Based on the Amended Companies Act (I)” (co-author, No. 442 issue (January 2021 issue) of Shoji Homu, 2021)
・“Practical Measures for General Meetings of Shareholders Held by Listed Companies through Convocation of Shareholders” (co-author, August 25, 2020 issue of Shoji Homu No. 2239 , 2020)
・“Practices of the New Civil Code and the Companies Act" (co-authored, No. 433 issue (April 2020 issue) of Shoji Homu, 2020)
・“Utilization and Challenges of Hybrid-Style Virtual Shareholders Meetings - Based on METI's “Guidelines on Approaches to Hybrid Virtual Shareholder Meetings – ”(May 2020 issue of Business Law Journal, 2020)
・“Sorting Out Issues Regarding General Meetings of Shareholders during the Epidemic of the New Coronaviruses"(May 2020 issue of Business Houmu, 2020)
・“Business Practices of the Electronic Provision System for General Shareholders' Meetings after Revision of the Companies Act" (co-author, December 2018 issue to May 2019 issue of Business Houmu, 2018-2019 (series))
・“Board of Auditors and Shareholders’ Meeting: Roles which Auditors, etc. should Fulfill for Shareholders” (4th article of the series “Introduction Course for Newly Appointed Auditors: Authority, Responsibility, and Response for Misconduct) (co-author, October 2018 issue of Gekkan Kansayaku, 2018)
・“Board of Auditors and Board of Directors: Important Roles of Auditors, etc. independent of Execution of Operation” (3rd article of the series "Introduction Course for Newly Appointed Auditors: Authority, Responsibility, and Response for Misconduct" (co-author, September 2018 issue of Gekkan Kansayaku, 2018)
・“Roles of Auditors, etc. for Corporate Scandals: Detective Controls and Response to Investigation, etc.” (6th article of the series titled “Introduction Course for Newly Appointed Auditors: Authority, Responsibility, and Response for Misconduct”) (co-author, December 2018 issue of Gekkan Kansayaku, 2018)
・“Auditors' Obligation and Responsibility, etc." (5th article of the series titled “Introduction Course for Newly Appointed Auditors: Authority, Responsibility, and Response for Misconduct”) (co-author, November 2018 issue of Gekkan Kansayaku, 2018)
・“Important Points in Acquiring Shares of a Share Certificate-Issuing Company that does not Issue a Share-Certificate - Based on Case Studies of Business Succession” (co-author, Business Law Journal No. 126, 2018)
・“Auditors’ Duty and Authority, etc.” (2nd article of the series “Introduction Course for Newly Appointed Auditors: Authority, Responsibility, and Response for Misconduct) (co-author, August 2018 issue of Gekkan Kansayaku, 2018)
・“Laws and Regulations that Auditors, etc. must be familiar with” (1st article of the series "Introduction Course for Newly Appointed Auditors: Authority, Responsibility, and Response for Misconduct" (co-author, July 2018 issue of Gekkan Kansayaku, 2018)
・“Evolving Corporate Governance - Aiming to Improve Corporate Value -” (page 2 of Kinyu Keizai Shimbun dated July 2, 2018)
・“Advice for Regional Financial Institutions on How to Manage a Shareholders Meeting in Light of Recent Revised Regulations” (co-author, Kinyu Houmu Jijo No. 2039, 2016)
・“Shin Shoji Hanrei Binran” (co-author, Shoji Homu No. 2031 through 2121, 2014 through 2016 (series))
・“Special Feature: The Companies Act as Amended and Questions and Answers of Relevant Business Practices” (co-author, Kinyu Houmu Jijo No. 2002, 2014)

【Publications】
≪Japanese≫
・“The Latest Shareholder Meeting Stories” (co-author and co-editor, Shoji Homu, 2022)
・“6000 Lectures on Legal Measures of Financial Institutions, Volume III” (co-author, Kinzai Institute For Financial Affairs, 2022)
・“Handbook on Companies Act for Licensed Tax Accountants (2021)” (co-author, Dai-ichi Hoki Co., Ltd., 2021)
・“New Business Practices for General Shareholders' Meetings after Revision of the Companies Act: In accord with Establishment of Electronic Provision System, etc." (co-author and editor, Chuokeizai-sha, Inc., 2019)
・“Handbook on Companies Act for Licensed Tax Accountants (2019)” (co-author, Dai-ichi Hoki Co., Ltd., 2019)
・“Theories and Business Practices of Prescription and Limitation of Period” (co-author, Nihon Kajo Publishing, 2018)
・“5000 Lectures on Legal Measures of Financial Institutions, Volume III” (co-author, Kinzai Institute For Financial Affairs, 2018)
・“New Story of Shareholders' Meeting” (co-author and co-editor, Shoji Houmu, 2017)
・“Legal Practices for Executives of Financial Institutions – Their Accountabilities and Responsibilities under Japan’s Corporate Governance Code” (co-author, Kinzai Institute For Financial Affairs, Inc., 2016)
・“Commercial Judicial Precedent which Adds Color to the Period” (co-author, Shoji Homu Co., Ltd., 2015)
・“Q&A: Handbook for Outside Directors/ Outside Company Auditors” (co-author, Nihon Kajo Publishing Co., Ltd., 2015)
・“IPO and Strategic Legal Affairs - Taking into Account the Viewpoint of Accountant” (co-author, Shoji Homu Co., Ltd., 2015)
・“Q&A Concerning Internet Banking” (co-author, Kinzai Institute For Financial Affairs, Inc., 2014)
・“Overview of the Intellectual Property Law” (co-author, Koubundou, 2013)
・“Overview of practical business relating to the Companies Act” (co-author, Yuhikaku, 2011)

Publications

Lectures, Seminars and Conferences

  • 2023.12

    Ito Hiroki and Mori Shunsuke gave a seminar "Dealing With Shareholder Proposals and Demands for Convocation of Shareholder Meetings" for Shoji Homu's "Business Law School" seminar series

    Speaker： ITO Hiroki　 MORI Shunsuke　

  • 2022.04

    Ito Hiroki and Mori Shunsuke conducted a seminar "Practical Response to Shareholder Proposals and Requests for Convocation of Shareholders Meetings - from Discovery of Signs and Clues to Precautions not to be in a Panic in an Emergency -" in the BUSINESS LAW SCHOOL hosted by SHOJIHOMU CO., LTD.

    Speaker： ITO Hiroki　 MORI Shunsuke　

  • 2022.01

    Ito Hiroki and Kudo Ryohei conducted a seminar "Venture Capital and Business Alliances: Intellectual Property Strategies and Risks", sponsored by Business & Law LLC.

    Speaker： ITO Hiroki　 KUDO Ryohei　

  • 2021.11

    Ito Hiroki delivered an online seminar "Training for Virtual Shareholder Meetings", available on the "e-JINZAI for business" service of Bizup Research Institute Inc.

    Speaker： ITO Hiroki　

  • 2020.02

    Ito Hiroki delivered a lecture titled "Outline of the Revision of the Companies Act and the Foreign Exchange and Foreign Trade Act, and Virtual Shareholders' Meetings" at "IR Seminar" that was hosted by Mizuho Trust & Banking Co., Ltd. and Japan Investor Relations and Investor Support, Inc. (Tokyo venue: 4th-floor hall of Otemachi Sankei Plaza, Osaka venue: seminar room of the Osaka branch of Mizuho Trust & Banking Co., Ltd.)

    Speaker： ITO Hiroki　

  • 2019.02

    Ito Hiroki, Kakuno Shu, Mori Shunsuke and Yamada Kohei delivered a lecture titled "Commentary on the Guidelines for Corporate Law Review (regarding Corporate Governance, etc.)" at Marunouchi Hall & Conference Square.

    Speaker： ITO Hiroki　 KAKUNO Shu　 MORI Shunsuke　 YAMADA Kohei　

  • 2018.05

    Toji Yoshihiro, Sakamoto Tomoko and Ito Hiroki held a panel discussion entitled "Issues of Annual Meeting of Shareholders in 2018 and Countermeasures thereof" at the Second Association of Regional Banks.

    Speaker： TOJI Yoshihiro　 SAKAMOTO Tomoko　 ITO Hiroki　

  • 2018.03

    Ito Hiroki, Kakuno Shu, Mori Shunsuke and Yamada Kohei jointly delivered a lecture entitled "Seminar on Interim Proposal Concerning the Revision of Corporate Law System (Related to Corporate Governance, etc.)" at Iwata Godo.

    Speaker： ITO Hiroki　 KAKUNO Shu　 MORI Shunsuke　 YAMADA Kohei　

  • 2018.01

    Ito Hiroki delivered a lecture entitled "Summary of the Fair Disclosure Rules and Measures Taken by Companies" as part of "IR Seminar" hosted by Mizuho Trust & Banking Co,. Ltd. both at the 4th-floor hall of Otemachi Sankei Plaza (Tokyo venue)

    Speaker： ITO Hiroki　

  • 2017.02

    We held a seminar entitled "The Latest Trend of Business Succession Practice in Light of Business Succession Guidelines," inviting officers of the Small and Medium Enterprise Agency as guest speakers, at our office on February 20, 2017.

    Speaker： MOTOMURA Takeshi　 ITO Hiroki　 FUJIWARA Hiroki　 TOMITA Yusuke　

  • 2016.09

    Motomura Takeshi, Ito Hiroki delivered a lecture entitled "Points to Consider in Business Succession from Business Law Perspective" on September 6, 2016, at FP Business Study Group held by Kinzai, Co., Ltd.

    Speaker： MOTOMURA Takeshi　 ITO Hiroki　

News

  • 2023.04

    The Nikkei carries a comment by Ito Hiroki in its article "Creeping Takeovers: Loopholes in the Regulations"

  • 2019.01

    Fujiwara Hiroki, Matsuda Akira, Tokumaru Daisuke and Tomita Yusuke were appointed as partners of our office.

  • 2018.01

    Aoki Shinji and Muto Yuuki were appointed as partners of our office.

  • 2016.01

    Kashiwagi Kensuke, Eiguchi Manabu and Ito Hiroki were appointed as partners of our office.

  • 2013.09

    We welcomed a new attorney, Ito Hiroki.

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