What are the most significant cases or transactions that you have been involved in over the past year?
In mid-2023, we were approached by Blackstone Group (BX), a leading global investment firm that specialises in private equity, real estate, and hedge fund investment strategies, regarding the possible acquisition by BX of Sony Payment Services (SPSV), which was a subsidiary of Sony Bank (SBK). The size of the transaction was estimated to be over a hundred million USD$. After tough negotiations that began in September, we reached a definitive agreement on the sale of SBK’s share in SPSV in December, and the closing of the transaction took place on January 31, 2024. There were several issues that needed to be addressed during the transaction such as the target company (SPSv) was a joint venture company and had some minority shareholders, and therefore it was necessary to obtain their consent to sell SBK’s shares in SPSV to BX, as well as to get their agreement to sell their own shares in SPSV to BX.
Secondly, due to restriction on the business scope of the bank holding company under the Banking Act of Japan, legal staff members in our company, Sony Financial Group (SFGI), including myself, were not allowed to directly participate in SBK’s negotiations with BX regarding the acquisition of SPSV by BX.
Therefore, each negotiation team assembled in separate rooms and established a connection between them through a digital network, and while we, SFGI legal, successfully avoided direct interaction with the other party (BX and their counsel), we were able to guide SBK’s negotiators (who were in the same room with SFGI legal) in real-time during the negotiation. This allowed us to make SBK effectively conduct negotiations on terms that SFGI’s legal staff deemed appropriate, even under the constraints of the banking law.
I had been deeply involved in the transaction from the beginning to the closing, including drafting and revising of the definitive agreements, support to SBK’s contract negotiation (through the manner described above), and explanation to the top management (including CEO) regarding the rationale of the deal so that the top management would convince the deal was appropriate and worth executing.

Based on your experience, what is the key to collaborating successfully with business partners?

In each corporate project, I as an in-house legal professional not merely act as a legal advisor but an integral part of negotiations, empowered to make some decisions and shape deals alongside business counterparts. I believe that this cooperative relationship between legal and the business units, as well as the trust that the business units have in legal, make our organisation innovative and outstanding.

Which political, economic or regulatory changes have impacted your work the most in the past year?

All Japanese financial institutions have been subject to various restrictions under the financial regulations, such as the Banking Act and the Insurance Business Act. These laws have been in place for a long time, and many of them are now old-fashioned and do not match the current social and economic situations. Although the Financial Services Agency is gradually moving towards deregulation, there is a great demand for fundamental and drastic revisions of financial regulations, which I believe will contribute to the future development of the Japanese economy.

Are the effects of AI on the legal world overplayed, or underplayed?

We actively leverage the latest technologies, expressly including generative AI, to streamline our processes and empower legal staff members. Legal tech is a cornerstone of our operations, and we constantly evaluate new tools and systems to ensure we stay at the forefront of innovation. However, I also acknowledge the challenges that emerging technologies pose for young professionals entering the field. While AI may excel in certain tasks, I encourage young staff members to focus on developing their own skills and expertise, because it is going to help them in the long run.