Category: Law

Morrison Foerster released thereport, The Expansive Reach of the FCPA Extends to Japan Again: A Second Japanese Company Resolves FCPA Charges Related to a Nigerian Bribery Scandal

Introduction

Below are some recent requests that arose in the Company Law Public Comment process, highlighting the need for board/director training in Japan.

…..Unfortunately the voting policies of the proxy advisory firms are usually derived from unsupported notions of what constitutes “good governance” and are often applied in ways that do not account for the specific circumstances at many companies. Accordingly, this approach often fails to advance the real interests of long-term investors…..

By Paul T. Friedman and Ruti Smithline (Morrison Foerster update)

Regulators in the United States are writing rules to implement the Dodd-Frank legislation, including rules that will determine how broadly the law will apply to activity outside the United States. Japanese and other foreign financial institutions should take advantage of this opportunity to influence the regulations, because the consequences will be very important to them, and change will be much easier to accomplish now than it will be in the future.

Skadden's very useful compendium of insights and developments in 2011-2012, many of whichboards would be wise to bebe aware of.

http://bdti.mastertree.jp/f/2pvl4xt1

Their own introduction:

The TSE has kindly prepared a translation of the interim proposal by the MOJ with respect to amendment of the Company Law of Japan, which is now up for public comment until the end of January.As readers probably know, the incumbentDPJ party initially started this third amendment process in 10 years with the goal of improviing corporate governance.

Translation: http://bit.ly/xbXMkh

Instructions for Public Comment: http://bit.ly/yFGtih

ＡＢＳＴＲＡＣＴ：　This paper explores corporate politics, governance and value in the S&P 500 before and afterCitizens United.

The public comment period for the mid-term report proposing amendment of the Company Law has officially started, and will end on 1/31.

Here is the link, including the FULL mid-term report:　

http://search.e-gov.go.jp/servlet/Public?CLASSNAME=PCMMSTDETAIL&id=300080089

We are pleased to present Inside the Courts (Volume 3, Issue 4), Skadden's securities litigation newsletter. This issue includes summaries and copies of selected noteworthy cases — principally decided from July to September 2011 — addressing the timely topics of, among others, directors and directors’ duties, foreign corporations, insider trading, M&A deal-driven litigation, and Securities […]