ジョーンズ・デイ・ニュースレター：Japan Legal Update

The number of tender offers in Japan is on the rise, and the number of deals this year is expected to set a new annual record.

日本长期被视为技术创新和高端制造的强国，其主要产业包括汽车、消费电子、半导体、制药和加工食品等。在最新《全球商业复杂性指数》A

On May 1, 2006, a new type of Japanese legal entity named the Godo Kaisha (GK) was born. Although it is commonly referred to as the Japanese LLC a GK differs from a US LLC in several important respects.

On September 17, 2024, the Financial Services Agency released the "Points to Note Regarding Disclosure of a Tender Offer" (the "Guidelines") with regard to prior consultations with the authorities on disclosure.

Mergers and acquisitions in Japan have been going against the global trend, which is leading to dealmakers taking a closer look at Japanese companies and their low valuations...

On May 30, 2025, the Act on Contracts for Security Interest by Assignment and Retention of Title (the "Act") was passed.

On August 31, 2023, the Ministry of Economy, Trade and Industry formulated and announced the Guidelines for Corporate Takeovers (the "Guidelines").

Effective May 1, 2007, Japan’s new Company Law rules will allow foreign companies to use their shares in acquiring Japanese companies. While the new law and related regulatory changes are intended to facilitate cross-border M&A activity, non-Japanese acquirers interested in using triangular mergers will need to consider various business, tax and other legal issues when planning to pursue this type of transaction.

In Japan, there is no law that comprehensively covers ESG issues, but various laws regulate ESG-related matters.

Recently, the Japanese Ministry of Economy, Trade and Industry (METI) decided to revise the current regulation regarding the tender offer system and large...

The Code is voluntary, but it will likely become an important reference point for demonstrating compliance with Article 50 of the AI Act.

The New York Stock Exchange and Nasdaq are implementing overnight trading sessions starting December 6, 2026, extending the trading day to nearly 23 hours by compressing the daily pause to just one hour. While this evolution toward continuous trading introduces new considerations for corporate actions, disclosure timing, and deal execution, the practical impact varies significantly between NYSE-listed companies,

The Ninth Circuit Court of Appeals vacated a preliminary injunction against Perplexity AI, determining that when an AI agent acts at a user's direction, it is the user—not the AI company—who "accesses" computer systems under federal and California computer fraud statutes. This landmark appellate decision addresses how existing computer-access laws apply to agentic artificial intelligence and has significant implications...

The Illinois Holocaust Museum & Education Center (IHMEC) held a third program as part of its Jones Day Foundation Community Series, a special series of educational events

China's Supreme People's Court has issued comprehensive judicial rules addressing artificial intelligence disputes, establishing frameworks for product liability, intellectual property rights, and data protection. These landmark opinions provide critical guidance for global companies navigating AI-related legal risks in China's evolving regulatory landscape.

The Ninth Circuit has ruled that health plan participants whose confidential information was disclosed without authorization have standing to sue in federal court, even without showing financial loss or future harm. This decision, which departs from the risk-based approach many courts have applied since TransUnion, relies on the centuries-old action for breach of confidence and could have significant implications for companies' privacy commitments and data-sharing practices.

A federal court ruling in Indiana has opened the door to class action lawsuits against email marketers, holding that promotional subject lines like "SO MANY FREE GIFTS INSIDE" may violate state anti-spam law even when email bodies contain full disclosures. The decision exposes businesses to $500 in statutory damages per email and creates a new litigation hotspot following similar developments in Washington state.

The European Commission has initiated infringement procedures against 20 EU Member States for failing to transpose the EmpCo Directive by the March 27, 2026 deadline. This directive aims to combat greenwashing by requiring substantiation of environmental claims and third-party certification for sustainability labels, with full implementation expected by September 27, 2026.

Mexico's comprehensive anti-money laundering framework has undergone a sweeping transformation through Acuerdo 115/2026, introducing mandatory risk-based methodologies, enhanced client due diligence protocols, and automated monitoring requirements. With implementation deadlines beginning March 1, 2027, obligated parties conducting vulnerable activities face compressed timelines to overhaul their compliance infrastructure while navigating heightened enforcement risks and stricter beneficial ownership thresho

The Environmental Protection Agency has proposed two rules that would significantly alter the regulatory landscape for PFAS in drinking water, rescinding standards for four substances...