Makoto Toyoshima

Represented a minority shareholder who exercised their right to demand a share purchase following their objection to a share exchange conducted by Citi Group. The key issue was to determine what constituted a "fair price" (as provided by the Companies Act) for the share purchase. Ruling in our client’s favor, the Court held that the price should not be less than the price for the tender offer which took place before the share exchange.

*Represented an owner of a patent for a medical device in an indirect (contributory) patent infringement case, where the percentage of doctors who used the device in such a manner as to infringe the patent was unknown. Granting our motion for commission of examination, the Court issued questionnaires to hundreds of doctors (selected randomly) to decide the amount of damages.

*Defended against a challenge to the patent’s validity. Concurring with our argument on the non-obviousness of the invention that was the subject of the patent, the Court refuted the opponent’s endeavor to invalidate the patent, holding that an existence of a suggestion to combine prior arts to achieve the invention must be shown, which the opponent failed to do.

Handled a civil rehabilitation (Japanese equivalent of the US Chapter 11) of an apparel company with debt of around eight billion JPY (around 100 million USD).

*Advised on and undertook a business transfer to preserve the business as a going concern, which required substantial negotiations with foreign fashion brand owners.

*Obtained the approval of the Court for a rehabilitation plan, which included a plan to pursue the liabilities of banks who had sold certain derivative securities to the company.

Successfully convinced an arbitrator to proceed with an arbitration in Japan where each party had filed for arbitration in France and Japan respectively; thereinafter obtaining a favorable result for the client.

Acted as a court-appointed liquidator to handle the liquidation of a foreign bank's branch in Japan.

The Copyright Law Association of Japan
International Trademark Association (INTA)

"The Scope of the Supreme Court’s Ruling on the JCOM Share Valuation Case" (Japanese), BUSINESS LAWYERS (May, 2018, co-author). https://business.bengo4.com/category1/article346
"Price determination in two-step squeeze-outs"(Japanese) (Business Houmu 2016 December issue, Co-author)
"Boilerplate clauses" (Japanese) BUSINESS LAW JOURNAL 2012 May issue (LexisNexis Japan, K.K.)
"Basic agreements with foreign companies" (Japanese) BUSINESS LAW JOURNAL 2011 May issue (LexisNexis Japan, K.K.)
"Directors' Liability: A Worldwide Review" (English) （Kluwer Law International Dec. 2006, Co-author)

“IP Considerations in Cross-Border Trade” (speaker), Meritas and Singapore Corporate Counsel Association on August 25, 2022.
”California Consumer Privacy Act (CCPA) Seminar”, Kojima Law Offices and Procopio, Cory, Hargreaves & Savitch LLP on November 19, 2019.
“Cross-Border Distribution Agreements”, LexisNexis held on November 7, 2018.
"Case studies on when copyrighted works can be used and when they can't"(in English), a training seminar for the Public Affairs Section of the U.S. Embassy in Tokyo held on September 2, 2016.
"Case studies on when copyrighted works can be used and when they can't"(in Japanese), a training seminar for the Public Affairs Section of the U.S. Embassy in Tokyo held on October 21, 2015.
"Boilerplate clauses", Financial Management Forums, Inc. held on June 4, 2012.
"Pointers on Transactions and Contracts with Overseas Companies ～Analysis through the Use of Many Actual Cases of Important Points not Written in Reference Books and Encountered in Practice～", Nihon Knowledge Center held on November 15, 2011.
"Vital Points of Transactions and Contracts with Overseas Companies ～Pragmatic Analysis of Important and Essential Points through the Use of Many Actual Cases～", Financial Management Forums, Inc. held on August 1, 2011.
"Points to be Checked on Export Contracts", Kanagawa Trade Promotion Corporation held on July 29, 2003.
"Disclaimer/Indemnification/Representations and Warranties Clauses for Corporate Transactions", Access Brain Seminar held on April 23, 2003, etc.

Gymnastics, Skiing