Masahiro Terada

  • Partner
  • Admitted, 1996, Japan
  • Languages: Japanese, English
  • Practice Areas
  • Professional Background / Education
  • Publications / Presentations

Practice Areas

Masahiro Terada’s area of practice encompasses various aspects of “strategic” corporate matters including M&A, corporate restructuring, strategic alliances and financial transactions including structured finance, securitization and derivative transactions.
Through his experience as in-house counsel of Daiwa Securities Group and Morgan Stanley, Mr. Terada has gained extensive professional knowledge in resolving legal issues relating to financial transactions including, among others, structured finance, securitization and derivative transactions and in documentation thereof. Also, through his rare experience of helping equity investors win proxy fights with respect to listed companies in Japan, Mr. Terada has obtained variety of experience and unique professional knowledge in resolving legal issues relating to exercise of shareholder’s rights (e.g., shareholder’s proposals (kabunushi teian), claims for repurchase of shares (kabushiki kaitori seikyuken) and proxy solicitation (ininjo kan-yu)), which also enable him to advise companies with effective defense and countermeasures in situations where their shareholders have exercised shareholder’s rights against them.
Mr. Terada has assisted and advised client companies on their “strategic” corporate matters such as, among others, M&A, strategic alliances, capital reconstructions, and corporate restructuring.
He says, “I am more than happy to assist companies and investors that are willing to take on new challenges. I will take a flexible approach to accommodate all the needs of those clients without being bound to existing conventions, rules and customary practices.” He also says, “My goal is to work together with clients by exchanging knowledge, wisdom and information in order to achieve substantial results satisfactory to clients.”

General Corporate Corporate Governance / Shareholders Meeting Structured Finance, Acquisition Finance and Securitization Asset Management, Investment Funds and J-REIT Derivative Transactions Mergers and Acquisitions Real Estate Fund and J-REIT Real Estate Finance Commercial Litigation Cross-Border Transactions

Professional Background / Education

Professional Background

1996-1998
Hamada Matsumoto
1998-2000
Daiwa Securities Co. Ltd.
2000-2002
Morgan Stanley Japan Limited.
2003 to Present
City-Yuwa Partners

Education

1992
Waseda University (LL.B.)
1996
Legal Training and Research Institute
2003
Duke University School of Law (LL.M.)

Publications / Presentations

  • "A key to a proper interpretation of Amendment middle draft policy of Corporate Law" (co-author, in "Junkan Keirijoho No. 1304", Chuokeizai-sha, Inc., 2012) (in Japanese)

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