Tomohisa Muranushi

Partner

Corporate / M&A, Employment & Compensation, Dispute Resolution

Professional Summary

Tomohisa Muranushi is a member of the Firm’s Corporate M&A Practice Group in Tokyo and has eighteen years of legal experience working in Japan. He co-authored M&A Handbook on Conducting Business Practically and the Japan chapter on Cross-border Labour and Employee Benefits Handbook. Tomohisa has also worked at the San Francisco and Bangkok offices of Baker McKenzie.

Practice Focus

Tomohisa has extensive experience on any matters relating to labor/employment laws including designing terms and conditions of employment, reduction in force, and labor disputes. Also, he has been involved in many mergers and acquisitions, including due diligence, structuring, documents drafting, negotiation, and integration, especially from employment and labor law perspective. He also handles internal investigation relating to compliance, litigation/disputes resolution and counsels on general corporate/commercial matters including matters relating to company act and regulations, unfair trade regulations and data privacy.

Representative Clients, Cases or Matters

Acted for various clients (both domestic and international) in analyzing, structuring and preparing documents for reduction in force projects including early retirement and resignation programs.
Represented various clients (both domestic and international) in labor disputes and litigations (including labor tribunal and disputes with unions).
Acted for various clients (both domestic and international) in relation to performance management, overtime work management and other employment-related issues.
Acted for various clients (both domestic and international) in relation to long-term incentive plans and other compensation and benefit schemes for executives and employees.
Represented various clients (both domestic and international) in due diligence, deal structuring, document drafting, negotiation and integration in relation to merger and acquisition deals especially from an employment/labor law perspective (including cross-border deals).
Acted for various clients (both domestic and international) in analyzing, structuring and preparing documents for corporate reorganizations especially from an employment/labor law perspective.
Represented and acted for various clients (both domestic and international) in a comprehensive internal investigation process in the event of alleged suspicious activities involving officers, directors or employees.

Publications, Presentations and Articles

Publications, Articles

Author, “Outbound M&A Hot Topics – Transfer of Employees and Long Term Incentive Program,” Business Homu, May 2017.
Co-author, “Overview and Practical Tips regarding the UK Modern Slavery Act,” Keiri Joho, 20 April 2017.
Co-author, “Need for Global Compensation Systems and Future Challenges – In Light of Restricted Stocks,” Journal of Law and Economy, 2 November 2016.
Co-author, “Executive Incentive Compensation Plans: Legal and Tax Considerations,” Zeimu Koho, Vol. 64 / No. 10, October 2016.
Co-author, Research Report regarding Reality and Systems concerning Officers Compensations in Japan and Overseas, (Ministry of Economy, Trade and Industry research project, March 2015)
Quoted in “US Laws ABC Vol. 10 – Labor Laws,” Nihon Keizai Shimbun morning edition(March 23, 2015), Nikkei, March 2015
Co-author, “World Legal & Business Guide No.12 Philippines,” Business Law Journal, LexisNexis, March 2012
Co-author, “Manual for Handing Labor Cases,” Shinnihon Hoki, December 2011
Co-author, “Baker McKenzie’s approach for a business strategy in Asia – Three stages for legal and tax strategies,” Baker McKenzie, August 2011, Language: Japanese
Co-author, “Legal and tax practices on conducting business in Asia – from business start-up to expansion and withdrawal,” Chuokeizai-sha, August 2011, Language: Japanese
Co-author, “World Legal & Business Guide No.2 Thailand,” Business Law Journal, LexisNexis, May 2011
Co-author of a chapter on Japan, “Cross-border Labour and Employee Benefits Handbook,” Practical Law Company, 2010
Co-author, “M&A Handbook on Conducting Business Practically,” Chuokeizai-sha, June 2010
Japanese translation of “Doing Business in Thailand”
Co-author, “Waste Watchers,” San Francisco and Los Angeles Daily Journal, 24 December 2008
Co-author, “Regulations and practice concerning Proxy Fight in US – implications to proxy fight regulations in Japan,” News Letter, 5 December 2008
Co-author, “Legal and Tax practice in forward triangular mergers against U.S. companies,” Junkan Keiri Jouhou, Vol. 1200, 1 December 2008
Co-author, Japan part of Global Privacy Handbook, Baker McKenzie, 2006
Co-author, “M&A transaction types, features and selection criteria under the new Corporations Law,” Jigyo Saisei to Saiken Kanri, Kinzai, Vol. 110, 5 October 2005

Presentations

Moderator, Employment Risks in Asian Countries – Focusing on Major Risk Areas, arranged by Baker McKenzie, 27 February 2017.
Speaker, Duty of Care and Employment/Labor-related Risks in the Risk Management of Overseas Business (additional session), arranged by Baker McKenzie, 17 January 2017.
Speaker, Duty of Care and Employment/Labor-related Risks in the Risk Management of Overseas Business, arranged by Baker McKenzie, 8 November 2016.
Speaker, Health and Safety of Employees Working Overseas, Travel Risk Management Seminar arranged by the Chamber of Commerce of Osaka, 15 July 2016.
Speaker, Health and Safety of Employees Working Overseas, Seminar arranged by Resona Research Institute, 20 May 2016.
Panelist at the Asia Employment Forum 2016 held in Singapore, 12 May 2016.
Speaker, Managing Subsidiaries in Asia – from an employment/labor perspective, Business Transformation Seminar, 17 September 2015.
Panelist at the Asia Employment Forum 2015 held in Singapore, 7 May 2015.