M&A

Recently, as corporate governance reforms progress, there have been an increasing number of cases in which activists request listed companies to hold active dialogue and negotiations concerning management. In responding to activists, it is important to respond strategically from an early stage, keeping in mind not only dialogue and negotiations, but also escalation to requests for inspecting and copying documents, shareholder proposals, requests for convening shareholders' meetings, and hostile takeover bids.

Iwata Godo has many achievements in handling activist shareholders at listed companies. With a thorough understanding of our clients' businesses, financial situation and corporate culture, we provide strategic advice on dialogue and information dissemination, as well as comprehensive support, including proxy fights and litigation.

With respect to hostile takeover bids, we have a proven track record not only in responding to emergencies but also in making preparations in advance, such as poison pill defense strategies. In addition, from the standpoint of ensuring the independence and objectivity of a takeover defense, the role of the independent committee, which consists of independent outside officers and other members, has recently become more important. We support clients in takeover defenses as a member of or advisor to the independent committee.