Partner Norihiro Sekiguchi
Tokyo Bar Association; Japan Federation of Bar Associations (1997)
American Bar Association (2004)
Location ： Tokyo Office
- International Practice
Norihiro Sekiguchi is a partner at Oh-Ebashi LPC & Partners, with a broad experience in the area of M&A. He has handled domestic and cross-border M&As representing non-Japanese acquirers in various jurisdictions. The types of transactions in which he has been involved cover tender offers, mergers, stock swaps, asset or business acquisitions, management buyouts and various types of private equity investments. He has extensive experiences in corporate governance and disputes including corporate lawsuits, exercising shareholders rights, and disputes regarding corporate control. He is also familiar with securities regulations and corporate compliance. He has experiences in forensic investigation of listed companies as a chairman or leading investigator of independent committees. He has advised on litigations and dispute resolution matters regarding corporate or labor law issues, M&As, and commercial transactions for both domestic and international cases.
Mr. Sekiguchi was formerly a partner at the Tokyo office of Baker & McKenzie from 2006 to 2014. He worked at Baker & McKenzie’s Chicago office from 2003 to 2004. He received the “Technology, Media, and Telecommunications Deal of the Year” award at the 2010 ALB Japan Law Awards. He has authored various publications, including the best-selling TOB Handbook and has given lectures on a variety of topics related to corporate and securities law. He has also been teaching M&A law and practice since 2008 as a lecturer at the Chuo University Business School.
Major Cases Handled
- Represented Seagate Technology Holdings plc in relation to its acquisition of Toshiba Memory Corporation.
- Advised CTBC Financial Holding Company Ltd. in relation to its acquisition of Tokyo Star Bank (this matter was the first-ever acquisition of a Japanese local commercial bank by a non-Japanese commercial bank).
- Advised SPARX Capital Partners in relation to the exercise of its shareholder's rights against PENTAX Corporation with respect to PENTAX's decision regarding a potential merger with HOYA.
- Member of the Third-party committee of Japan Display Inc in relation to accounting scandals.
- Acted as Secretary General of the Executive Liability Investigation Committee of TOSHIBA, to lead and organize all investigations, in relation to accounting scandals.
- Forensic investigation of circular transactions by Geo Corp. and its subsidiaries.
Education & Professional Experience
Oh-Ebashi LPC & Partners, Partner
Baker & McKenzie (Tokyo), Partner
Baker & McKenzie (Tokyo), Senior Associate
Baker & McKenzie LLP (Chicago), Associate
University of Virginia School of Law (LL.M.)
Baker & McKenzie (Tokyo), Associate
Inami, Ohta & Shibasaki, Associate
Waseda University (LL.B.)
Member of the disciplinary enforcement committee of the Japan Federation of Bar Associations
Examiner for the Bar Examinations (Corporate Law)
Acted as member of the Japan Federation of Bar Associations supporting small and medium enterprises to expand their businesses overseas
Member of the International Committee, the Tokyo Bar Association
Representative of the Tokyo Bar Association
Lecturer at the Chuo University Business School
Member of the Corporation Law Committee, the Tokyo Bar Association
- Ronten-Taikei Corporation Law, Volume 2 (1)
- Points to Consider in M&A Practice Using "Share Delivery" – Based on Tax Reform and Tender Offer Regulations
- M&A Law Guide 2021 Jurisdiction:Japan
- M&A Law Guide 2020 Jurisdiction:Japan
- Points to Note in the Governance of Overseas Subsidiaries in View of Group Guidelines and Actual Examples of Corporate Scandals
- The Features of Annual General Meetings of Shareholders Held in 2016 and the Analysis thereon,
- A Compact Commentary on the Companies Act 3: Company Auditors, Audit Committee Members and Audit and Supervisory Committee Members
- [Special Report] Risks Involved in Overseas Business Expansions of Small and Medium-Sized Enterprises, and Countermeasures Therefor _ Focusing on Legal Risks in China, Thailand, Vietnam and Indonesia -
- Amendments to the Companies Act – Dissenting Rights and Rights to Injunctions against Corporate Reorganizations
- How to Deal with Strengthened Insider Trading Regulations – in the case of Tender Offers and M&As
- TOB Handbook revised edition
- PLC Cross-Border Private Equity Handbook
- 2021.01.22 ～2021.03.22
- 【Online Seminar: Video Streaming】M&A Utilizing "Delivery of Shares (kabushiki kofu)" under the Amended Companies Act - Potential Uses and Issues Thereof
- 2020.10.06 ～2020.10.13
- 【Online Seminar】In-House Community eCongress Japan
- Venture Investments and Acquisitions by Business Companies - A Commentary based on Case Studies
- Present and Future of M&As Using One's Own Shares as the Consideration -- Prospects on the Share Delivery (kabushiki kofu) System Taking into Consideration the Tax Implications
- 【Osaka】Answers to Questions You are Hesitant to Ask about the Relationship between Legal Due Diligence and SPA - A Discussion in light of the Amendments to the Civil Act
- 【Tokyo】Answers to Questions You are Hesitant to Ask about the Relationship between Legal Due Diligence and SPA - A Discussion in light of the Amendments to the Civil Act
- Overseas Subsidiaries and Internal Control
- How to use M&A Insurance in Cross-Border Deals - considering the perspective of insurance firms -
- Corporate Risks arising from Misleading Representations and Corporate Governance - Best Practices for Complying With the Amended Premiums and Representations Act -
- Best Practices for Complying With the Corporate Governance Code - preparing for AGMs 2016 -
- Practical Points on Preparing and Negotiating Stock Purchase Agreements/Joint Venture Agreements for Cross-Border M& As
- Seminar on the Corporate Governance Code "Best Practices for Complying With the Corporate Governance Code"
Highly acclaimed in Chambers Global 2021 in the following practice area:
Highly acclaimed in Chambers Asia Pacific 2021 in the following practice area:
Highly acclaimed in the Best Lawyers in Japan 2022 in the following practice area:
・Corporate and M&A Law
・Private Equity, Private Funds and Venture Capital Law
Highly acclaimed in the Best Lawyers in Japan 2021 in the following practice area:
・Private Equity, Private Funds and Venture Capital Law
Won the "Technology, Media and Telecommunications Deal of the Year" awards from ALB Japan Law Awards 2010
Japanese and English