Corporate

Our firm provides legal advice to businesses on day-to-day issues, management, the drafting and review of contracts and internal rules, and shareholder meetings and other corporate procedures. Our corporate practice includes advice and drafting in all areas of compliance and governance, including directors' duties. We provide critical support to the legal functions of our corporate clients, regardless of the industry, and we make sure that our advice is up to date and appropriate for dynamic business environments.
  • General Corporate
  • Corporate Governance
  • Shareholders' Meetings

General Corporate

Iwata Godo advises its clients in Japan and overseas with a wide range of legal services based on our extensive experience and achievements in the issues that companies face on a daily basis. We provide a wide range of advice on important corporate actions such as incorporations, changes in share capital, amendments to articles of incorporation, decisions on use of share capital, issuance of shares, warrants and bonds, share repurchases, reorganizations, sales of businesses, dissolutions and liquidations. In addition, with the increase in shareholder derivative litigation, we have been advising and providing opinions on violation of director's duty of care and other issues related to preventing and responding to such litigation. At the "Business Court", we represent clients in both litigation and non-litigious matters. Please visit Dispute Resolution page for details.Iwata Godo also advises on a wide range of governance matters, including articles of incorporation, internal rules, and administration of boards of directors and other decision-making bodies, from how to submit proposals to the preparation of minutes.




We advise regularly on the drafting, review and interpretation of both commonly used contracts (e.g., distribution, licensing, outsourcing, sales terms and conditions) and contracts for special transactions (e.g., capital tie-ups, business collaborations, joint ventures). We also advise on documentation and carry out procedures for employee stock ownership plans, commercial registrations and other corporate matters.




Iwata Godo's attorneys, based on our extensive experience and achievements in corporate legal affairs, have been writing commentaries on judicial precedents for Shoji Homu, a prestigious business law journal, since its foundation in 1955.

Corporate Governance

Sound corporate governance is essential for the sustainable growth of companies and the improvement of corporate value over the medium to long term. As a result of recent reforms, corporate governance has become increasingly important in corporate management, especially for listed companies.




Our firm provides a wide range of advice in corporate governance, such as development of governance systems, establishment and operation of internal control systems, disclosure, evaluation of boards of directors, and operational support for boards of directors, taking into account new legislation, Corporate Governance Code amendments, and regulatory "guidelines". We provide comprehensive and strategic advice from both "offensive" and "defensive" perspectives, always taking into account the latest developments.

Shareholders' Meetings

Iwata Godo has accumulated a great deal of achievements in advising on and providing guidance for the general shareholder meetings of both listed and private companies, including review of documentation, providing guidance at rehearsals, and attending the meetings. For the general meetings of listed companies, we have advised on racketeers' demands for benefits as well as on many shareholder proposals and proxy fights resulting from shareholder activism. We have worked on a number of high-profile cases, including litigation concerning prominent racketeers and proxy fights with international activist funds. We have recently been working on constructive dialogue with shareholders for general meetings as well as "virtual general meetings", and on responding to the increasing number of shareholder proposals. Based on our experience over many years, and always taking into account the latest legislative and regulatory developments, we provide our clients with comprehensive and strategic advice based on the regulations concerning disclosure and governance, stock exchange rules and various regulatory guidelines.

Publications Related to Corporate

  • 202504

    Shin Shoji Hanrei No.791

    Publisher：Shoji Homu No.2389

    Author：
    SEKIGUCHI Akimasa　 NAKAZAWA Ryo　 MIURA Takashi　 MOTOMURA Takeshi　 YOSHIHARA Tomomichi　
  • 202504

    "Even large companies with high market capitalization can be targets of hostile takeovers"

    An interview with Mori Shunsuke appeared in article titled "Even large companies with high market capitalization can be targets of hostile takeovers"
    Publisher: Web MARR dated April 8, 2025

    Author：
    MORI Shunsuke　
  • 202504

    "Injunction to Halt Countermeasure Against Nidec's TOB: Key Points of the Judicial Ruling"

    A comment by Mori Shunsuke was featured in an article titled "Injunction to Halt Countermeasure Against Nidec's TOB: Key Points of the Judicial Ruling"
    Publisher: The April 17 Nikkei (online edition)

    Author：
    MORI Shunsuke　
  • 202504

    Nidec vs. Makino: The Invisible 'White Knight' stock prices remain high

    A comment by Ito Hiroki was featured in an article titled "Nidec vs. Makino: The Invisible 'White Knight' stock prices remain high"
    Publisher: The April 21 Nikkei (online edition)

    Author：
    ITO Hiroki　
  • 202504

    Japan Institute of Business Law releases the Report of the Corporate Act Study Group

    Publisher：Shoji Homu Portal website

    Author：
    SASAKI Tomoo　

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Lectures, Seminars and Conferences Related to Corporate

  • 202504

    "30 Must-Know Judicial Precedents for Managing Shareholder Meetings"

    Speaker： MOTOMURA Takeshi　 YAMADA Kohei　

  • 202503

    "Road Map for Reform of the Companies Act: METI Working Group on Corporate Governance"

    Speaker： IZUMI Atsushi　 YAMADA Kohei　 MAETA Takumi　

  • 202503

    "Seminar on the Civil Code as it relates to the drafting and administration of contracts, including an update on e-contracts and other legal tech"

    Speaker： SAITO Hiroki　

  • 202502

    "Preparing for and Responding to Shareholder Proposals"

    Speaker： ITO Hiroki　

  • 202411

    For Shoji Homu's "Business Law School" seminar series, Motomura Takeshi and Tomita Yusuke give a seminar "Strategic Approaches to Litigation for In-House Lawyers"

    Speaker： MOTOMURA Takeshi　 TOMITA Yusuke　

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News Related to Corporate

  • 202504

    22 lawyers of our firm were recognized in The Best Lawyers in Japan 2026.

    Best Lawyers
    ■ Antitrust / Competition Law
    TOJI Yoshihiro
    IZUMI Atsushi

    ■ Banking and Finance Law
    TOJI Yoshihiro
    SAKAMOTO Tomoko
    MATSUDA Takao

    ■ Corporate and Mergers and Acquisitions Law
    MOTOMURA Takeshi

    ■ Corporate Governance and Compliance Practice
    YOSHIHARA Tomomichi

    ■ Insolvency and Reorganization Law
    TAGO Shinya
    MOTOMURA Takeshi
    URANAKA Hirotaka

    ■ Labor and Employment Law
    TAGO Shinya

    ■ Litigation
    TOJI Yoshihiro
    WAKABAYASHI Shigeo
    MOTOMURA Takeshi
    YOSHIHARA Tomomichi
    URANAKA Hirotaka

    ■ Tax Law
    MUTOU Yuuki


    Best Lawyers - "Ones to Watch"
    ■ Antitrust / Competition Law
    OKAMURA Yu
    MATSUHASHI Sho

    ■ Arbitration and Mediation
    NAKAMURA Saeko
    MIURA Takashi

    ■ Corporate and Mergers and Acquisitions Law
    OKAMURA Yu
    SASAKI Tomoo
    FUKATSU Haruno
    FUKUCHI Takumi
    KITAGAWA Hiroki
    TOYOOKA Hiroto
    MATSUHASHI Sho

    ■ Information Technology Law
    ADACHI Makoto

    ■ Intellectual Property Law (Non-Patent)
    ISHIKAWA Hiroaki

    ■ Labor and Employment Law
    NAKAMURA Saeko
    KITAGAWA Hiroki

    ■ Privacy and Data Security Law
    HORITA Koji

  • 202411

    The November 23 Nikkei carries a comment by Ito Hiroki in its article "7&i Holdings: Choices for the Special Committee"

  • 202404

    20 lawyers of our firm were recognized in The Best Lawyers in Japan 2025.

    Best Lawyers
    ■ Antitrust / Competition Law
    TOJI Yoshihiro

    ■ Arbitration and Mediation
    UEDA Atsushi

    ■ Banking and Finance Law
    TOJI Yoshihiro
    SAKAMOTO Tomoko
    MATSUDA Takao

    ■ Corporate and Mergers and Acquisitions Law
    MOTOMURA Takeshi

    ■ Corporate Governance and Compliance Practice
    YOSHIHARA Tomomichi

    ■ Insolvency and Reorganization Law
    TAGO Shinya
    MOTOMURA Takeshi
    URANAKA Hirotaka

    ■ Labor and Employment Law
    TAGO Shinya

    ■ Litigation
    TOJI Yoshihiro
    WAKABAYASHI Shigeo
    MOTOMURA Takeshi
    YOSHIHARA Tomomichi
    URANAKA Hirotaka


    Best Lawyers - "Ones to Watch"
    ■ Antitrust / Competition Law
    ISHIKAWA Teppei

    ■ Arbitration and Mediation
    SAITO Hiroki
    NAKAMURA Saeko

    ■ Corporate and Mergers and Acquisitions Law
    KARASAWA Akira
    IKEDA Minako
    YAMADA Kohei
    SUZUKI Tomohiro
    FUKUCHI Takumi

    ■ Information Technology Law
    SAITO Hiroki

    ■ Intellectual Property Law (Non-Patent)
    ISHIKAWA Hiroaki

    ■ Labor and Employment Law
    KITAGAWA Hiroki

    ■ Privacy and Data Security Law
    HORITA Koji

  • 202206

    The June 10 Nikkei carried a comment by Yoshihara Tomomichi in its article on an acquisition-related shareholder resolution at Toyo Construction.

  • 202112

    The Nikkei carried a comment by Uenishi Takuya.

    Uenishi Takuya's comment appeared in Nikkei article "Collusion is not Accepted in the Shareholders Meeting: Kansai Super and H2O are Integrated Today. Transparency is Essential for Resolution Rules." on page 17 of its morning edition dated December 15, 2021.

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Practice Areas

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