Securities Regulation

A collection of 5 posts
Liability for False Financial Disclosure in Japan: Investor Remedies Under FIEA & Tort Law
Securities Regulation

Liability for False Financial Disclosure in Japan: Investor Remedies Under FIEA & Tort Law

TL;DR * Japan grants investors two main legal paths when listed firms misstate accounts: strict issuer liability under FIEA Art. 21-2 and fault-based tort claims (Civil Code 709). * Recent litigation after the 2015 accounting scandal clarifies: corporate admissions can seal FIEA liability; organizational negligence must be pleaded with concrete control-failure
10 min read
Slide summary: post-2024 enforcement—existing TOB/LSR penalties, no private injunctions, rising fines
Securities Regulation

Enforcement Trends in Japanese M&A: Takeover Bids and Shareholder Disclosures Post-2024 Reform

TL;DR: After Japan’s 2024 FIEA reform, enforcement of takeover-bid (TOB) and large-shareholding (LSR) rules still relies on the pre-existing toolkit—administrative fines, corrective orders, and rare criminal cases—despite louder calls for private injunctions and voting-right suspensions. Early signs show regulators using penalties more aggressively, but true deterrence
9 min read
Slide overview: Japan 2024 FIEA reforms—30 % TOB trigger, 3 % LSR threshold, expanded derivative disclosure
Securities Regulation

Navigating Japan's 2024 FIEA Reforms: Key Changes to Takeover Bids and Large Shareholding Reports

TL;DR: Japan’s 2024 FIEA amendment closes the “market-sweep” loophole by counting on-exchange purchases toward a new 30 % mandatory-TOB trigger, lowers the Large Shareholding Reporting (LSR) threshold to 3 %, and widens derivative and joint-holder disclosure. Enforcement remains modest, but transparency requirements now align more closely with global standards. Table
13 min read