What are the most significant cases, transactions or projects that your legal team has recently been involved in? 

 

Kyash Inc., a Fintech company, has been challenging the Japanese market for six years. I joined the company in 2021 and within the initial three months, I successfully implemented a governance system by adopting software and internal rules. This system streamlined the approval flow and centralized all necessary corporate items through the creation of a corporate portal site. Over the following three months, I implemented 80 internal rules while managing my daily legal tasks.

After completing the first stage of governance implementation, I focused on enhancing specific areas such as individual information protection and counterparty management. These efforts aimed to establish a strong foundation for our eventual IPO.

Additionally, I established an internal flow to collaborate with the product team, allowing us to confirm and assess new services at an early stage. This flow significantly reduces time loss and stress on the production side, enabling the incorporation of additional functions and the development of systems in compliance with laws and regulations.

Regarding conventional legal work, I drafted and reviewed our terms and conditions, privacy policy, and various contract templates. I also negotiated and created new services contracts with our counterparts. It is always exciting to create contracts based on my own creativity rather than relying solely on precedents.

To strengthen our intellectual property (IP) assets, I engaged an external IP counsel and successfully registered our first patent last year. We are currently working on several potential cases as well.

In March 2022, our legal team (comprised of two members at the time) played a pivotal role in the Series D financing. While working closely with outside counsel on negotiations and drafting, my team executed the deal, including shareholder meetings, the signing process, press releases, and filing with the BOJ.

As we issued Stock Options, we occasionally needed to convene shareholder meetings to address new pricing. On one occasion, we expedited a written resolution within two weeks of the management decision. This involved drafting and circulating the minutes within a day and collecting approval from approximately 30 investors within the following 10 days.

The Fintech industry is still emerging in Japan, and governing laws are regularly revised. Therefore, our legal team must stay abreast of industry trends and legal developments. This aspect is particularly appealing to me within this industry.

How important is choosing to work with external lawyers who align with your company’s values? 

While we do have outside counsel whom we can always rely on, especially during emergency situations, we have taken the initiative to handle the drafting portion ourselves. This approach allows us to save costs and time, and we typically seek outside counsel’s assistance for the final review.

To ensure the effectiveness of this process, it is crucial to select outside counsel who possess a deep understanding of our company’s history and our services. They should also comprehend our specific needs, such as providing different perspectives on the subject matter rather than focusing solely on detailed amendments. This alignment of understanding enables us to work together seamlessly and efficiently.

How do you suggest in-house lawyers build strong relationships with business partners? 

 I interpret “business partners” as the company’s counter parties. Sometimes, legal team often involved in direct negotiations with these parties. However, as a legal professional, our first priority is to follow the directions set by the management or product team. At this stage, I haven’t seen the immediate importance of building relationships with the counter parties yet. We always make sure confirming every step internally before engaging in discussions with the counterparts.