Asset Management, Funds, Investment Trusts, J-REIT and Private Placement REIT

City-Yuwa Partners provides advice to domestic and foreign clients in relation to various legal issues regarding asset management, funds, investment trusts, J-REITs and Private Placement REITs. City-Yuwa has extensive experience in regulatory issues affecting investment managers/advisors under the Financial Instruments and Exchange Law of Japan (“FIEL”) in relation to their asset management businesses, establishment and distribution of Japanese investment funds, off-shore funds and hedge funds, and related filings and reports to the Japanese supervisory authorities.

In particular, City-Yuwa has extensive experience in the following matters:

• Advising domestic investment management business operators (investment trusts contractors) and foreign investment advisory companies and administrators on the establishment and distribution of domestic/foreign investment funds, and various regulatory issues such as the preparation of contracts for public offerings and private placements under the FIEL;
• Advising securities firms and real estate companies on the establishment and offering of various types of public and private investment funds organized as Japanese tokumei kumiai partnerships (silent partnerships), investment business limited partnerships, bonds issued by Cayman SPCs, foreign LLCs or foreign investment trusts, etc., which invest in domestic or foreign real estate, securities or derivatives;
• Advising on the establishment and distribution of investment business limited partnerships investing in venture business;
• Advising on the listing of JDR investing foreign ETFs on a domestic securities exchange;
• Representing foreign funds in the filing of registration statements under the FIEL and notification statements under the Act on Investment Trusts and Investment Corporations;
• Representing foreign funds in the filing of large shareholding reports and reports in relation to Specially Permitted Businesses for Qualified Institutional Investors, etc.;
• Advising a sponsor real estate company and an underwriting company on the establishment and management of a J-REIT and unlisted open-end real estate investment corporation (Private Placement REIT);
• Advising domestic investment management business operators on the preparation and submission of disclosure documents of J-REITs and other various legal issues regarding operation and management of J-REITs;
• Acting as a member of a compliance committee of an investment manager; and
• Acting as a supervisory director of a J-REIT.