The finance industry is constantly generating new products and mechanisms to meet the twin needs of corporations to raise cash and of investors to grow their assets. What with the increasing securitization of real estate and debt, and the boom in the real estate investment trust (REIT) market, it has become an extraordinarily complex field. People who work in the field need to possess a precise knowledge of financial products and the ability to assess them accurately; they also need to comply scrupulously with the law. Protecting ordinary investors, too, is of great importance.
Asahi Law Offices caters to financial institutions and companies with a full range of legal services in the finance field. We offer legal advice on various methods of raising capital and on financial products, and draft the relevant agreements. We also handle disputes and lawsuits relating to financial products and services.
Among corporations and individuals alike, financial transactions have been utterly transformed over the past several years thanks to advances in information technology and the spread of techniques like securitization. The importance of protecting personal data and ensuring system security has increased dramatically in step. Protection of users, too, has assumed greater urgency since Japan’s Financial Instruments and Exchange Act took force. Financial transaction law has evolved over many years of legislation, judicial precedent, and practical experience; and while building on traditional interpretations of financial transaction law, it is now necessary also to accommodate new types of transactions and new products in a way that duly protects users. Asahi Law Offices provides financial institutions with a wide range of legal services designed to prevent disputes and mishaps involving users. These include advising on legal issues relating to products and transaction schemes, compiling and reviewing regulations, agreements, and contracts governing transactions, processing complaints, and advising on dispute resolution. We also offer comprehensive legal advice on financial transactions to users, both corporate and individual.
Conditions to do with trusts have greatly changed as various legal systems have evolved. The establishment of the new Trust Act in 2006, the enforcement of the Financial Instruments and Exchange Act, and the amendment of the Trust Business Act have been especially influential. Under the new Trust Act, systems such as “self-established trusts,” “limited liability trusts,” and “inheritance gift style beneficiary consecutive trusts” are now established in express terms. A corporation can set up a security trust, an arrangement difficult to achieve before the Act was enforced. While steps are taken to enhance the effective use of assets and fund procurement with the trust system, the liability of trustees has been clearly defined to protect contractors such as general investors, consumers, and others. As a result of these systemic improvements, trusts are expected to be used for highly diverse purposes in the economy, from large-scale structured finance to individual fund management.
Asahi Law Offices regularly meets with allied trust banks to consult on legal systems and practices necessary for the advancement of its research. Lawyers well versed in trusts provide legal consultations for the corporations and individuals who use trust banks and trust schemes. In many cases they carry out legal checks, prepare opinion documents, and prepare trust contracts and agreements on structured finance.
Liquidation and Securitization
The REIT market has led to a global diversification of assets and businesses subject to the methods for liquidation/securitization. In addition, significant expansions in participating corporations and investors have made liquidation/securitization schemes quite complicated.
Asahi Law Offices offers legal services related to fund procurement and the off-balance sheet transactions of assets by corporations using these liquidation/securitization methods. When necessary, our lawyers work jointly with external licensed tax accountants and accountants in legal consultations requested by financial institutions who provide loans such as senior loans/mezzanine loans and corporations operating as originators, asset managers, and investment funds. Acting as a representative for our clients, we also review liquidation/securitization schemes and prepare agreements/legal checks and opinion documents.
Compliance at Financial Institutions
With the spread of information technology and the globalization of finance, many problems of public concern have recently cropped up in the field of financial transactions: leaks of personal information, insider trading, the marketing and sale of illegal financial products, unauthorized use of bank accounts. Japan has in response passed various legislation designed to protect ordinary investors and consumers, including the Financial Instruments and Exchange Act and revisions to the Moneylending Control Act. Financial institutions are strongly expected to abide by the spirit as well as the letter of such laws and regulations. That means selling and administering their ever more complex financial products in appropriate fashion, and conducting themselves in a way that does not cause unfair losses to ordinary investors and consumers.
Financial institutions seeking to strengthen legal compliance will find Asahi Law Offices ready to assist with an extensive range of legal services. These include preparation of internal guidelines and operational manuals designed to ensure compliance with the Financial Instruments and Exchange Act, the Banking Act, the Trust Business Act, the Moneylending Control Act, and other legislation; legal advice on establishment of risk management and internal monitoring systems; and compilation and legal checking of contracts for the use of financial institutions.