Overview

Nagashima Ohno provides a detailed guide to private equity in Japan, focusing on the following:

• Types of investments: the typical transactions in which private equity funds invest in Japan are spin-off transactions, management buyouts, reorganisation transactions, and public to private transactions.

• Funds: the legal structures most commonly used as a vehicle for private equity funds in Japan have been offshore limited partnerships organised under foreign law, such as Cayman Islands law, and limited partnerships for investment business

• Debt finance: unlike in EU jurisdictions, there is no statutory financial assistance restriction in Japan. However, granting security interests or providing guarantees or loans to certain shareholders at the expense of other shareholders will contradict the general fiduciary duty of directors.

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