Naoki Watanabe

Naoki Watanabe

Partner

Fields of specialization are foreign and domestic M&A and proposals for corporate partnership. Experienced as an M&A counsel at a general trading company, head of corporate risk management department, core company nonexecutive director, and outside auditor for an IT company. Well-versed in internal control and on-site M&A, PMI, internal control, and group governance.

Profession

Attorney at Law

Admissions

Japan (1991)

Membership

Dai-ni Tokyo Bar Association

Professional Experience

2020 – present

Sonderhoff & Einsel, Law and Patent Office

2017 – 2020

Sojitz Corporation, Corporate Officer & COO,  M&A Management Office and Controller’s Office

2018 – 2019

LINE Corporation, Corporate Auditor

2011 – 2017

K&L Gates Gaikokuho Joint Enterprise, Partner

2001 – 2011

Clifford Chance Law Office, Partner

1991 – 2001

Tanaka & Takahashi Law Officen, Attorney

Education

1996

Duke University School of Law (LL.M.)

1986

Keio University (LL.B.)

Publications

“Key Points in Pursuing a Successful “Compact” M&A Projects” (Business Law Journal), 2019

 

“The Process of Formulating a New Trade Order in Post-Brexit Europe” (co-authored, NBL No. 1079), 2016

 

“What are the Contract Clauses Necessary to react to Brexit for Japanese companies?” (NBL No. 1079, co-authored with Ayuko Nemoto), 2016

 

“Market Trends in in US private M&A Agreements” ( NBL1022-24,1026-28), (co-authored with Ayako Nemoto), 2014

 

“Market Trends in US Public M&A Agreements”, (NBL No. 900), 2012

 

“Application of Business Judgment Rules in Ordinary Carrying of Business: the Supreme Court Decision in the Apaman Case” (Business Law Journal, co-authored), 2011

 

“Modernizing Japanese Corporate Law”, (International Banking and Financial Law) 2003

Lectures

“Recent US Judicial Precedents regarding Commercially Reasonable Effort and Points to Remember When Drafting a Contract in Light of COVID-19” (the Japan Pharmaceutical Industry Legal Affairs Association’s Study Group on International Issues)  Jul., 2020

 

“Revision of the PMA (Pharmaceutical and Medical Device Act) and its impact on healthcare companies” (Shonan Health Innovation Park) Jun., 2020

 

“Notes Regarding Compact M&A for (In-house) Legal Professionals” (LexisNexis Japan), Mar., 2020

 

“Compliance Practice for In-House Attorneys” Moderator, Japan In-House Lawyer’s Association, Sep., 2019

 

“Outbound M&A: its Overview and the Reality of post-merger integration (PMI)” (Panelist and Moderator, Japan In-House Lawyer’s Association), Nov., 2018

 

Japan Corporate Compliance and Governance Forum (Keynote Speaker, Asian Legal Business) Oct., 2017

 

“Items to be Prepared by Japanese Companies towards Brexit” (Saiken Kanri Jitsumu Kenkyukai), Nov., 2016

Languages

Japanese, English