"Framework of Internal Systems of Control with Company Law,"

Authors： Hidehiro Utsumi
Magazine/Book：T&A Master
Practice： General Corporate Practice
Date of publication： September, 2005

Other publications by Hidehiro Utsumi

2024.09.10
Pitfalls in applying tax haven countermeasures in M&A- Double taxation risks caused by initial filing requirements
2020.09.15
”Deductibility of advisor costs in M&A and how to deal with tax audits”
2017.09.01
”Tightening of Export Restrictions under the Amended Foreign Exchange and Foreign Trade Act,”
2016.07.01
”The Recent Trends in Tax-Related Problems in India and Indonesia,”
2016.02.01
"M&A and related trade issues based on the TPP,"
2015.11.01
"Responsibilities of Attorneys in Trade and Export Control,"
2014.10.01
“50 Important Points Certified Public Tax Accountants should Know Regarding Disputes on Tax Matters and Claims for Damages against Tax Accountants”
2014.01.01
"How to deal with tax troubles in M&A"
2012.09.01
"Latest Situation of Anti-Dumping Tariffs as Seen by Companies - Including Measures for Imposition of Tariffs Abroad"
2011.01.01
“Strategically Addressing Tax Investigations and Disputes – From the Basics to the Latest Practice”
2010.04.01
"A Dictionary of Frequently Used M&A Words for All Professionals Involved in M&A (The Latest Trends),"
2009.08.01
"M&A Comprehensive Map-Characteristics and Points to Note of Each Method from Scheduling-"
2009.06.01
"Overseas Debt Collection: The Greatest Defense Is Preparing"
2009.02.01
"Recent Legal and Tax Issues on M&A Transactions,"
2009.02.01
"How to Collect Claims from Overseas Companies,"
2008.12.01
"Emergency Measures to Rescue Financial Institutions in the US,"
2008.12.01
"Emergency Measures to Rescue Financial Institutions in the UK,"
2008.11.01
"Formulation of Financial Institution Rescue Measures in the United States"
2008.11.01
"Development of Financial Institution Rescue Measures in the UK"
2007.06.01
"Revisiting Corporate Governance"
2007.04.01
"Taxation related to triangular mergers in response to the latest revisions in 2019"
2007.02.01
"Foreign Tax Credits for Investing in Entities Treated Differently in Both Countries"
2006.12.01
"Taxation related to the establishment of a foreign trust (so-called personal trust) by a resident individual"
2006.12.01
"Important Points Regarding Withholding Tax in International Taxation"
2006.09.01
"Taxation of Japanese Equity Investment Funds"
2006.05.01
"Taxation in Japan for non-resident (individual) Real Estate Investment in Japan"
2006.02.01
"Regarding taxation in Japan related to stock options received from foreign parent companies"
2006.01.01
"Taxation on Sale and Lease of Real Estate by Foreign Corporation Conducting International Transport Business,"
2006.01.01
"An Outline Of The Japanese Government’s 2006 Tax Reform Proposals"
2005.12.01
"Transfer of shares similar to business transfer and debt/equity swap"
2005.11.01
"Realizing Corporate Governance to Enhance Corporate Value and Points to Keep in Mind for Doing so"
2005.10.01
"Determination of Resident/Non-resident Status and Tax Haven Taxation,"
2005.09.01
"Revision of the Regulations regarding Quasi-foreign Companies,"
2005.03.01
"Increasingly Tightening Insider Trading Regulations,"
2005.01.01
"Important points to note when preserving documents and drafting contracts under the transfer pricing tax system"
2004.01.01
"Corporate Governance - Business Approach for Enhancing Corporate Value,"
2003.04.01
"Tax and Legal Affairs Related to Withholding Taxation in International Transactions" (3 issues in total)
2003.01.01
PLC Global Counsel Handbooks - Tax Law 2003 (Japan section)
2003.01.01
"Q&A on Reorganization of US Branches and Subsidiaries - Procedures, Tax/Legal Issues under Local Legislation,"
2002.10.01
"US-Japan Comparison - Tax and Legal Matters of Financial Instruments,"
2002.09.01
"Tax Q&A on Corporate Restructuring Across Japan and the US"
2002.08.01
"Possibility of Use of Foreign Tax Credit Margins -Based on Recent High Court Cases-"

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Other publications about General Corporate Practice

2023.07.03
About the Draft on Guidelines Formulated by the “Fair Acquisition Study Group”
2022.12.21
[Practical Explanation] Commentary on the 2022 Revisions on the Consumer Contract Act and the Act on Special Measures Concerning Civil Court Proceedings for the Collective Redress for Property Damage Incurred by Consumers by a Legislator
2022.10.03
Recent Enforcement of Insider Trading Regulations by the Securities and Exchange Surveillance Commission
2022.07.01
An Introduction to Startup Investments by Business Companies (Part I)
2022.05.17
[To be Enforced on June 1, 2022 and thereafter] What is the Revision of the Act on Specified Commercial Transactions? An Easy-to-Understand Commentary on the Revised Act
2022.04.01
Practical Points of System Development as Suggested by the High Court Decision in Nomura HD and Nomura Securities v. IBM Japan
2022.01.12
Development and Implementation of the Whistleblowing System Based on the Amended Whistleblower Protection Act (2)
2021.12.02
What is the Act on Specified Commercial Transactions? A Commentary on the Basic Points Thereof
2021.11.15
[Series] E-Commerce Practices （Points to Note in Drafting Terms and Conditions.etc.） (No. 12):Points to Note regarding Personal Data Protection (3)
2021.10.15
[Series] E-Commerce Practices （Points to Note in Drafting Terms and Conditions.etc.） (No. 11):Points to Note regarding Personal Data Protection (2)
2021.10.13
Improvement and Operation of Whistleblowing Systems in Light of the Amendments to the Whistleblower Protection Act (1)
2021.09.15
[Series] E-Commerce Practices （Points to Note in Drafting Terms and Conditions.etc.） (No. 10) :Points to Note regarding Personal Data Protection (1)
2021.07.30
Explanation of the Main Points: Revised Industrial Competitiveness Enhancement Act (2) - Focus on Venture Support, Business Restructuring and Business Rehabilitation
2021.07.28
Explanation of the Main Points: Revised Industrial Competitiveness Enhancement Act (1) - Focus on Regulatory Reform and Virtual-only General Meetings of Shareholders
2021.05.15
[Series] E-Commerce Practices (No.9):Overview and Summary of Recent Legislative Trends related to E-Commerce
2021.05.07
Key Points for Preparing Minutes for General Meetings of Shareholders during the COVID-19 Pandemic - From the Basics of Practice to Dealing with Virtual General Meetings of Shareholders
2021.04.15
[Series] E-Commerce Practices (No.8):Points to Keep in Mind in Making Representations on Websites (2)
2021.04.02
Points to Consider in M&A Practice Using "Share Delivery" – Based on Tax Reform and Tender Offer Regulations
2021.03.15
[Series] E-Commerce Practices (No.7):Points to Keep in Mind in Making Representations on Websites (1)
2021.03.01
COVID-19 and Corporate Legal Affairs – Legal Issues during/after COVID-19
2021.02.15
[Series] E-Commerce Practices (No.6): Points to Keep in Mind regarding Application and Amendment of Terms and Conditions
2020.12.21
2021 Book Guide for Legal Affairs "Updates to Common Business Sense in Response to Changes in the Social Environment" -Business Law Journal, February 2021 Issue
2020.12.15
Special Topic: A Commentary on the Impact on Practices of the Judgment Rendered by the Tokyo High Court on November 5, 2020 on the Terms of Use ーFrom the Perspective of Business Practices under Consumer Laws (i.e. Business Operators’ Side)
2020.12.15
[Series] E-Commerce Practices (No. 5): Points to Note in Drafting Terms and Conditions (5)
2020.11.20
Corporate Compliance on Utilization of External Human Resources - Intersection of Antimonopoly Act and Employment Law
2020.11.15
[Series] E-Commerce Practices (No. 4): Points to Note in Drafting Terms and Conditions (4)
2020.10.15
[Series] E-Commerce Practices (No. 3): Points to Note in Drafting Terms and Conditions (3)
2020.10.01
Direct Enforcement of Covenants – With Reference to the Judgment of the Tokyo High Court on January 22, 2020 (p.8, The Financial and Business Law Precedents No. 1592)
2020.09.15
[Series] E-Commerce Practices (No. 2): Points to Note in Drafting Terms and Conditions (2)
2020.09.07
Doing Business in Asia Pacific - IBA Asia Pacific Regional Forum, September 2020
2020.08.25
Cooperation with the Internal Audit Division and Financial Auditor
2020.08.15
[Series] E-Commerce Practices (No. 1): Points to Note in Drafting Terms and Conditions (1)
2020.07.25
Role and Powers of Audit & Supervisory Board Members, Introductory Law Course for New Audit & Supervisory Board Members <Series 2>
2020.04.21
Integrating ESG Elements into “Stewardship Responsibilities” Outline of Revised Stewardship Code and Corporate Responses Thereto
2020.01.01
Dictionary of Contract Terms (Revised Edition)
2019.12.10
【Series】 Key Principles and Practice in English Contract Law (END) - Article (23) Remedies for Breach of Contract [JCA Journal, December 2019 Issue]
2019.11.10
【Series】 Key Principles and Practice in English Contract Law - Article (22) Discharge of Contract [JCA Journal, November 2019 Issue]
2019.10.10
【Series】 Key Principles and Practice in English Contract Law - Article (21) Discharge of Contract [JCA Journal, October 2019 Issue]
2019.08.10
【Series】 Key Principles and Practice in English Contract Law - Article (20) Vitiating Factors/Factors Tending to Defeat Contractual Liability [JCA Journal, August 2019 Issue]
2019.07.10
【Series】 Key Principles and Practice in English Contract Law - Article (19) Vitiating Factors/Factors Tending to Defeat Contractual Liability [JCA Journal, July 2019 Issue]
2019.07.01
To Operate a Business Properly - A Review of the Key Points of the Anti-Monopoly Act
2019.07.01
Points to Note in Employing Freelancers from the Perspective of the Anti-Monopoly Act and the Subcontract Act
2019.06.10
【Series】 Key Principles and Practice in English Contract Law - Article (18) Vitiating Factors/Factors Tending to Defeat Contractual Liability [JCA Journal, June 2019 Issue]
2019.05.10
【Series】 Key Principles and Practice in English Contract Law - Article (17) Vitiating Factors/Factors Tending to Defeat Contractual Liability [JCA Journal, May 2019 Issue]
2019.04.10
【Series】 Key Principles and Practice in English Contract Law - Article (16) Vitiating Factors/Factors Tending to Defeat Contractual Liability [JCA Journal, April 2019 Issue]
2019.04.01
Important Points of and Commentary on the Draft Outline of the Amendments to the Companies Act
2019.03.10
【Series】 Key Principles and Practice in English Contract Law - Article (15) Problems after Concluding a Contract [JCA Journal, March 2019 Issue]
2019.02.10
【Series】 Key Principles and Practice in English Contract Law - Article (14) Problems after Concluding a Contract [JCA Journal, February 2019 Issue]
2019.01.10
【Series】 Key Principles and Practice in English Contract Law - Article (13) Problems after Concluding a Contract [JCA Journal, January 2019 Issue]
2018.12.19
The “Sharing Economy” in Japan
2018.12.14
【Series】Key Principles and Practice in English Contract Law - Article (12) Problems after Concluding a Contract [JCA Journal, December 2018 Issue]
2018.11.20
【Series】Key Principles and Practice in English Contract Law - Article (11) Privity of Contract and Third Parties [JCA Journal, November 2018 Issue]
2018.10.17
【Series】Key Principles and Practice in English Contract Law - Article (10) For the formation of a valid, binding and enforceable contract (II) [JCA Journal, October 2018 Issue]
2018.09.14
【Series】Key Principles and Practice in English Contract Law - Article (9) For the formation of a valid, binding and enforceable contract (II) [JCA Journal, September 2018 Issue]
2018.08.31
【Series】Key Principles and Practice in English Contract Law - Article (8) For the formation of a valid, binding and enforceable contract (II) [JCA Journal, August 2018 Issue]
2018.08.28
The Act on Special Measures for Productivity Improvement (Part 2) - Outline of the System to Facilitate Data Sharing and Collaboration
2018.08.10
The Act on Special Measures for Productivity Improvement (Part 1) - What does the “Regulatory Sandbox” mean?
2018.08.07
Sample of a Manufacturing Agreement, and Points in Revising the Provisions in accordance with the Amended Civil Code
2018.07.24
Japanese IR (integrated resort) business has finally started
2018.07.19
【Series】Key Principles and Practice in English Contract Law - Article (7) For the formation of a valid, binding and enforceable contract (II) [JCA Journal, July 2018 Issue]
2018.07.04
Points to Note in Assuming the Office of a Director of a Foreign-Owned Company in Japan
2018.07.02
Important Points of and Commentary on the Interim Draft of the Amendments to the Companies Act
2018.06.13
【Series】Key Principles and Practice in English Contract Law - Article (6) For the formation of a valid, binding and enforceable contract (II) [JCA Journal, June 2018 Issue]
2018.05.17
【Series】Key Principles and Practice in English Contract Law - Article (5) For the formation of a valid, binding and enforceable contract (II) [JCA Journal, May 2018 Issue]
2018.05.01
Learning about the Amendment to Laws on Obligations through Case Studies
2018.04.18
【Series】Key Principles and Practice in English Contract Law - Article (4) For the formation of a valid, binding and enforceable contract (I) [JCA Journal, April 2018 Issue]
2018.03.16
【Series】Key Principles and Practice in English Contract Law - Article (3) For the formation of a valid, binding and enforceable contract (I) [JCA Journal, March 2018 Issue]
2018.02.14
【Series】Key Principles and Practice in English Contract Law - Article (2) For the formation of a valid, binding and enforceable contract (I) [JCA Journal, February 2018 Issue]
2018.01.16
【Series】Key Principles and Practice in English Contract Law - Article (1) Introduction [JCA Journal, January 2018 Issue]
2017.12.19
The Legal System of Hong Kong as an international business hub (Part 3)
2017.11.29
The Legal System of Hong Kong as an international business hub (Part 2)
2017.10.16
The Legal System of Hong Kong as an international business hub
2017.07.21
Establishment of the First Law on Sharing Economy -Gist of the New “Minpaku” Law
2011.08.01
Dictionary of Contract Terms
2005.09.01
"Framework of Internal Systems of Control with Company Law,"

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