Law Offices of Douglas K. Freeman

The Law Offices of Douglas K. Freeman specializes in providing legal advice and services regarding Japanese corporate legal matters and certain matters relating to New York law. We assist Japanese and foreign corporations, law firms and individuals, focusing on matters where a fundamental understanding of Japanese law and international corporate legal and business practices add particular value.

Our corporate legal services include advising on matters such as the following:

• Business transactions, including negotiating and drafting contracts and agreements in Japanese and English
• Specific Japanese legal issues, including providing legal advice and opinions in Japanese and English
• Business startups and organization
• Regulatory approvals
• Commercial litigation

We are also willing to assist on one-of-a-kind matters and will engage specialists most suited for the particular matter utilizing our broad network of lawyers including from the largest Japanese and international law firms.

We will also assist you in finding the most qualified law firm suitable for your needs for matters outside our expertise such as patent and trademark registration and specialized taxation matters.

As an indication of the breadth of the firm’s experiential background, the following are selected matters that Mr. Freeman has advised on during his career. Please note that we would recommend engaging large multinational law firms as primary counsel for certain of these matters, such as multijurisdictional M&A and international securities offerings, although we are willing to assist in such transactions where our special expertise would add value.

• Mergers and Acquisitions

• 1. Represented New York bank in its acquisition of a commission recapture services company having global operations.
  2. Represented large Japanese steel manufacturer in defensive strategy in connection with public offer by competitor company to acquire multinational steel manufacturer.

• Securities Offerings

• 1. Represented U.S. multinational insurance corporations in connection with debt offering.
  2. Represented U.S. mining equipment manufacturer in initial public offering of securities.
  3. Represented large Japanese retailer and shopping mall operator in global securities issuance.
  4. Represented Japanese insurance company in connection with initial public offering.
  5. Represented Japanese REIT and Japan Retail Fund Investment Corporation, and Japan Bank for International Cooperation (JBIC).

• Legal and Regulatory Advice to Japanese Corporations and Governmental Agencies

• 1. Assisted Japanese corporations and financial institutions in securities, mergers and acquisitions and other business advisory matters, including advising large steel manufacturer, multinational bank, and multinational trading company.
  2. Advised Japanese regulatory agencies regarding U.S. law matters.

• Investment Management

• 1. Advised U.S. mutual funds on securities law compliance and disclosure.

• Banking and Financial Institutions

• 1. Advised multinational financial institutions in U.S. banking and regulatory matters.
  2. Assisted international banking corporation in structuring and issuing an innovative hybrid trust-preferred security.

• Commodities, Futures and Derivatives

• 1. Advised commodities trading department of energy company in establishing firewall compliance program for commodities trading department of energy company.
  2. Drafted master agreement for OTC options transactions for multinational investment bank.

• Regulatory Investigations and Enforcement

• 1. Represented large multinational investment bank in regulatory investigation by the Securities and Exchange Commission.

• Litigation

• 1. Assisted U.S. corporation in defense of asbestos litigation.

• Japanese Domestic Legal Matters

• 1. Advised on various contractual matters, including the negotiation of joint ventures, international distributorship agreements, import agreements and publishing agreements.
  2. Represented domestic corporations on commercial litigation matters, including landlord-tenant disputes, securities litigation and contractual disputes.
  3. Represented Swiss corporation in dispute with Japanese corporation under the Commercial Arbitration Rules of the Japan Commercial Arbitration Association.
  4. Represented domestic trust bank on corporate dissolution procedures for subsidiary.
  5. Advised international finance organization on establishing representative office in Japan.