Real estate and construction: Independent local firms in Japan

Anderson Mori & Tomotsune

Providing ‘knowledge and experience of real-estate and structured financeAnderson Mori & Tomotsune is known for its strengths in the cross-border aspects of real estate transactions, particularly in inbound real estate investments by foreign investors. Another key strength is capital markets transactions, and the firm handles significant J-REIT work. The practice is also active in domestic real estate transactions, representing lenders, borrowers, asset managers and trustees. The deep bench of expertise includes Minoru Kobayashi, who advises on a range of real estate and construction-related transactions, particularly real estate finance, real estate funds and J-REIT transactions. Also notable in the area is Tetsuya Itoh, who focuses on funds, structured finance, real estate, finance, commercial and corporate transactions.

Other key lawyers:

Minoru Kobayashi; Tetsuya Itoh

Testimonials

‘With regards to the knowledge and experience of real-estate and structured finance, some firms have the same level. But we assume that they have an advantage in the integration of the Japanese client service and the track record of the transaction with foreign parties.’

‘The team has enough knowledge and experience about our business. They also catch up a shifting business situation promptly ( e.g. law, M&A, TOB) . And this team can provide translation services by their firm organizational strength. This could be a helpful service for Japanese clients. They are more flexible and adaptable to any situation.’

‘Mr. Itoh, the head of the team and partner, is our main counterpart. We guess that he is one of the most talented lawyer about the J-REIT market. He knows all of the J-REIT history and events from the beginning of this market. It means that he knows a lot of things of us. This point is beneficial for us. We only need a few moments to understand our current task thanks to this association.’

Key clients

Nomura Securities

Japan Metroporitan Fund Investment Corporation

Nippon Prologis REIT, Inc

Hoshino Resorts REIT, Inc.

Nippon REIT Investment Corporation

Kenedix Office Investment Corporation

Frontier Real Estate Investment Corporation

Japan Logistics Fund, Inc.

Hankyu REIT, Inc.

Renewable Japan Energy Infrastructure Fund, Inc.

Work highlights

  • Advised Star Asia Investment Corporation on a merger with Sakura Sogo REIT Investment Corporation, of which deal value was approximately JPY65 billion.
  • Advised Japan Retail Fund Corporation on a merger between MCUBS MidCity Investment Corporation of which deal value was approximately JPY 1,190 billion.
  • Advised consortium of banks on funding for JPY188.4 billion acquisition of TK interests in 88 golf course held by a Singapore business trust, which resulted in delisting of the business trust from SGX.

Mori Hamada & Matsumoto

The real estate investment and financing practice of Mori Hamada & Matsumoto provides broad coverage in the area, from traditional acquisition and leasing transactions to complex fund structures involving special purpose vehicles or trusts, as well as investment structures for overseas properties. Notable specialisms include assisting private real estate funds with fund formation and property acquisition; advising on real estate development, acquisition, leasing and divestment; J-REITS; and fund formation and investments for US and ASEAN properties. A stand-out highlight for the firm was being appointed by the world’s largest pension fund, the Japanese Government Pension Investment Fund (GPIF), as legal adviser for alternative investments consisting of real estate, private equity and infrastructure investments. Eriko Ozawa  leads the team and focuses on private real estate funds and real estate financing. A key name in her team is Masanori Sato, who handles inward and outward investments in real estate and energy projects.

Practice head(s):

Eriko Ozawa

Other key lawyers:

Masanori Sato

Key clients

Sumitomo Mitsui Trust Bank, Limited

Mizuho Securities Co., Ltd. and Mizuho Bank, Ltd.

Diamond Realty Management Inc.

Mitsubishi Corporation

Goldman Sachs Asset Management Co., Ltd.

PGIM Real Estate Finance

Google Inc.

Government Pension Investment Fund

Daiwa House Industry Co., Ltd.

Baring Private Equity Asia

Work highlights

  • Advised Daiwa House on formation of an open-end fund for logistics facilities in Japan.
  • Advised GIC on establishment of a joint venture between Equinix and GIC for a hyper-scale data center business in Japan.
  • Advised Mori Hills REIT on the domestic offering of the units and acquisition of a property.

Nagashima Ohno & Tsunematsu

Known for its strong J-REITS practice and involvement in legislative drafting, Nagashima Ohno & Tsunematsu is also active in evolving its real estate and construction practices using new technologies and innovation, and example being the firm’s collaboration with PKSHA Technology Inc. and investment into legaltech start-up MNTSQ. Real estate finance and J-REIT expert Shunpei Tanaka  leads the strong team that includes Mami Ikebukuro, who focuses on real estate finance and real estate funds; Hiroto Inoue , who ‘is one of the best in real estate sector’; real estate specialist Kenji Utsumi ; and Shinichiro Horaguchi , whose experience covers real estate funds, real estate financing, real estate securitization and J-REIT formation.

Practice head(s):

Shunpei Tanaka

Testimonials

‘What I have been realizing is that the firm pays attentions to client’s same eye level, not bird’s eye view approach, to lead to the best solution. Thus, the advices are not limited to legal professional issue but also sometimes beyond such as commercial.’

‘Shunpei Tanaka is just supreme.’

‘They have a variety of experiences and knowledges for J-REIT sector. Whenever we face some difficulties, they always suggest us very reasonable and meaningful legal advises.’

‘Hiroto Inoue is one of the best in real estate sector. He has sufficient knowledges and experiences for real estate transactions and always keeps a very professional manner.’

Key clients

Mitsui Fudosan Co., Ltd. (and its group companies)

MITSUBISHI ESTATE CO., LTD. (and its group companies)

Tokyu Land Corporation (and its group companies)

Sumitomo Realty & Development Co., Ltd. (and its group companies)

Nomura Real Estate Development Co., Ltd. (and its group companies)

Mitsubishi Corporation (and its group companies)

Hulic Co., Ltd. (and its group companies)

ORIX CORPORATION (and its group companies)

AEON Co., Ltd. (and its group companies)

NTT Urban Development (and its group companies)

Marubeni Corporation (and its group companies)

KAJIMA CORPORATION

SHIMIZU CORPORATION

SUMITOMO CORPORATION (and its group companies)

ESR Cayman Limited

Gaw Capital Partners

Hilton International

PGIM Real Estate

Norges Bank Real Estate Management

TOKYU CORPORATION

Accor S.A.

Allianz Real Estate GmbH

Kenedix, Inc. (and its group companies)

Kokyo Asset Management Co., Ltd. (and its group companies)

Marriott International, Inc.

MUFG Bank, Ltd.

Mitsubishi UFJ Trust and Banking Corporation

Sumitomo Mitsui Trust Bank, Limited

Mizuho Bank, Ltd.

Mizuho Trust & Banking Co., Ltd.

Work highlights

  • Advised GLP J-REIT in the acquisition of properties in one of the largest real estate deals in Japan in 2020, amounting USD 982 million.
  • Advised Mitsui Fudosan Logistics Park Inc. in the acquisition of five (5) logistics properties of approximately USD 1,189 million through two global offerings in 2020.
  • Advised Invincible Investment Corporation in its strategic rent structure change to address the significant impact on its hotel portfolio due to the COVID-19 pandemic.

Nishimura & Asahi

In the real estate space Nishimura & Asahi has a strong finance practice as well as being active in real estate development matters. The firm handles the purchase, investment, leasing and management of real estate assets. Structured finance and international finance expert Yoshihiko Kawakami leads the team in this area. On the construction side, the practice acts in a range of dispute resolution matters, as well as advising construction companies across the sector; construction contracts and law specialist Shintaro Uno is head of the practice.

Other key lawyers:

Natalie Yap

Key clients

Sumitomo Mitsui Banking Corporation

Mizuho Trust & Banking Co., Ltd.

Mizuho Bank, Ltd.

Tokyu Land Corporation Kajima Corporation

Mizuho Bank, Ltd.

Mizuho Trust & Banking Co., Ltd.

Mitsubishi UFJ Trust and Banking Corporation

ORIX Corporation Mitsui & Co. Asset Management Holdings Ltd.

Mori Trust Co., Ltd.

Tokyo Tatemono Investment Advisors Co., Ltd.

Kajima Real Estate Investment Advisors Inc.

The Blackstone Group Japan K.K.

Shimizu Corporation

Marubeni Corporation

Sumitomo Mitsui Construction Corporation

Penta-Ocean Construction Co., Ltd.

Kajima Corporation

Nippon Steel Engineering

Nippon Shokubai

Taisei Corporation

Toyo Construction Co., Ltd.

Samty Co., Ltd.

Toshiba Plant Systems & Services Corporation

Work highlights

  • Advised ITOCHU Corporation on all aspects of its transaction with Warner Bros. Japan LLC, Seibu Railway Co., Ltd. and Fuyo General Lease Co., Ltd. to redevelop the famous 94-year-old Tokyo amusement park Toshimaen into an amusement park themed around Warner Bros.’ flagship Harry Potter series.
  • Advised Avex Inc., a Japanese entertainment company, on the sale of its headquarters building in Minami Aoyama, Tokyo.
  • Marubeni is establishing manufacturing plants to produce a large volume of paper products in Vietnam. Represented Marubeni and prepared all of the EPC contracts with the contractors.

Atsumi & Sakai

Atsumi & Sakai's practice advises Japanese and foreign real estate developers, sponsors, asset management companies, lenders and investors in a range of real estate financing and development deals in Japan and overseas. On top of this broad practice, the firm also has experience representing J-REITs in the completion of public offerings and mergers, as well as lenders in public-private funds. The team is co-led by Russell Kawahara , Shuji Koyama , Makoto Fujii , Eiichiro Hata , Miho Niunoya and Yuko Nihonmatsu . Another key name in the area is Takafumi Uematsu , who specialises in cross-border real estate transactions.

Other key lawyers:

Takafumi Uematsu 

Testimonials

‘The team is very responding and client orientated. ’

‘Takafumi Uematsu is a partner (M&A) with whom you really like to work with. He is very client orientated, acts proactive and provides quick and solid advice. ’

‘Vert strong and highly professional practice.’

‘Takafumi Uematsu is a bright, helpful and knowledgable attorney.’

Ushijima & Partners

Ushijima & Partners is ‘well known in the real estate investment industry for expertise in real estate securitization’, as well as providing expertise in a range of transactions in the area. The firm represents real estate companies, developers, asset management companies, banks, trust banks, insurance companies, J-REITs and investment companies. Kohtaro Tamura is a leading expert in real estate transactions and securitization and leads the strong team that includes Hiroki Awahara , who focuses on investment, finance transactions and regulations; Inoue Osamu, whose specialisms are real estate transactions, investment, securitization, finance and urban redevelopment projects; and Masahiro Shiotani , who handles real estate securitization and financing transactions.

Practice head(s):

Kohtaro Tamura

Testimonials

‘They are well known in the real estate investment industry for their expertise in real estate securitization. They are also well versed in the practice of filing applications with the regulatory authorities, which is helpful not only in terms of advice but also regulated procedures.’

‘Many of my clients are foreign companies, and in many cases, the structures involve foreign entities. Especially since many cases involve the use of US and Hong Kong entities, which require understanding of the laws and systems of those countries. U&P is familiar with these as well, so there is no need to use a foreign law firm just for this purpose. Despite these high capabilities, costs are kept low compared to other major law firms.’

‘I have been advised by Attorney Awahara. He is well familiar with real estate related business. He is familiar not only with the relevant laws, regulations and precedents, but also with the application procedures to the government, so he can give me practical advice.’

‘While there are many lawyers who give unpractical advice because they do not understand the actual practice, Mr. Awahara is familiar with the practice, which gives me an advantage over my opponents. On top of that, Mr. Awahara is not only an attorney at law in Japan, but also in California and New York in the U.S., which allows him to handle foreign-based structuring and English-language contracts, eliminating the need to use multiple lawyers. They are also using AI to streamline their operations and reduce costs.’

‘Mr. Naoki Hieda has been outstanding in terms of his quality and timeliness of legal advice. He is highly responsive and helps to provide concise solutions. A great legal business partner to have.’

Key clients

AXA Real Estate Investment Managers Japan K.K.

Work highlights

  • Assisted Value Management Institute, Inc in preparing “Model Clauses for Contracts Involving Changes to the Subject Real Estate in Specified Joint Real Estate Ventures” as a legal expert.
  • Advised AXA Real Estate Investment Managers Japan K.K. on approximately JPY 20 billion acquisition of residential tower in Nagoya, Japan, using a special purpose company to which AXA Real Estate Investment Managers Japan K.K. provides asset management services.

City-Yuwa Partners

Advising local real estate developers, brokerage companies, real estate asset managers, sovereign funds, investment funds and REITs, City-Yuwa Partners has a broad client base in the real estate sector. The firm is best known for handling investment in the real estate sector, notably structuring advice, regulatory advice, documentation of the transaction documents and due diligence. They also provide experience in new development projects and disputes in the area. In terms of the construction space, the practice specialises in representing Japanese government-funded agencies handling overseas construction or procurement projects in relation to official development assistance (ODA). Shigeaki Itoh leads in the real estate area, while Yoshiko Koizumi  is head of the construction team and has experience in construction and procurement projects in Japan and overseas.

Other key lawyers:

Masamichi Sakamoto; Ikebe Kenta

Testimonials

‘Very responsive, able to understand complex issues and translate them across the cultural context, e.g. structuring cross-border transactions while tailoring them for our Japanese counterparties.’

‘Sakamoto Masamichi has deep understanding across a broad range of legal matters.’

‘Ikebe Kenta is very good at distilling complex legal points into accessible concepts.’

TMI Associates

Known for its cross-border expertise, TMI Associates has particular strength in real estate transactions and investment projects, as well as complex construction disputes. The firm’s comprehensive experience covers structured finance, REITs, derivative transactions, securities, securities regulations, project finance and a range of other financial matters related to real estate, including corporate finance, debt capital markets and equity capital markets. Banking and capital markets expert Yoshiyasu Yamaguchi leads the team.

Practice head(s):

Yoshiyasu Yamaguchi

Key clients

Sumitomo Mitsui Banking Corporation

Mitsubishi UFJ Trust and Banking Corporation

Sumitomo Mitsui Trust Bank, Limited

SMBC Trust Bank Ltd.

LaSalle Investment Management

ORIX Corporation

Aozora Bank Ltd.

Kenedix Investment Partners, Inc.

Mizuho Trust & Banking Co,Ltd.

Vermilion Capital Management

Work highlights

  • Advised Vermilion Capital Management on Niseko condominium development project.
  • Advised Kenedix Investment Partners, Inc. on the project which relates to the securitization of two (2) logistics facilities in a rural area using an SPC scheme.
  • Advised Mitsubishi UFJ Trust and Banking Corporation as counsel for an SPC purchasing real estate funds for fourteen (14) projects.

Kaynex Law Offices

Specialising in cross-border real estate transactions, Kaynex Law Offices represents domestic and international real estate funds, asset management companies and banks. Eiichi Nagai leads the team and covers the full range of real estate transactions, including acquisitions, TK-GK structures, TMK structures, J-REITs and real estate securitization, as well as providing experience acting for lenders in real estate financing.

Practice head(s):

Eiichi Nagai