Finance and Financial Institutions

Reinsurance

Anderson Mori & Tomotsune is widely recognized as one of the leading legal advisers in the Japanese reinsurance market, representing some of the largest and most prominent domestic and overseas insurers in their reinsurance transactions. Clients look to the deep and broad expertise and experience of our reinsurance team for structuring some of the most complex multi-jurisdictional reinsurance transactions that have shaped the Japanese reinsurance market. In recent years, for example, for purposes of segregating market risks from mortality risks, some cedants of life insurance policies, such as annuity contracts with fixed-index annuity components, have leaned toward innovative, multi-layered reinsurance. These involve asset-intensive reinsurers for the first layer and market-risk oriented reinsurers for the second layer, where the latter is sometimes tied to market or bespoke indices or index-linked securities. Another trend in recent years is the ceding of closed existing insurance blocks, including legacy blocks, especially in the prolonged low interest rate environment in Japan, which has reduced the profitability of existing blocks, while also tying up the capital of cedants in the form of legally-mandated capital and liability reserves. Through reinsurance to offload their in-force annuity life businesses, our clients have been able to take advantage of potential arbitrage arising from higher interest rates in other markets, mitigate investment risks associated with the low interest rate environment in Japan and generally enhance their capital efficiency. We advise on all aspects of reinsurance, including the transactional, regulatory and dispute sides of matters. We are also familiar with all dimensions of the reinsurance process, including the bidding process, negotiations, operational logistics, collateral and security arrangements, and documentation. In multi-layered transactions, clients often depend on our in-depth knowledge to harmonize different-tiered documents, which may be governed by the laws of different jurisdictions, while ensuring their standalone operability.

INSIGHTS

PROFESSIONALS

Tomoki Debari
TomokiDebari
Tokyo
Partner
Tokyo

Partner

Contact
Since joining the firm in 2001, Tomoki Debari has been involved principally in the fields of insurance, banking, securities and asset management, as well as M&A projects involving insurance companies and other financial institutions. He has extensive experience representing Japanese and foreign insurance companies in various matters in Japan, including: (a) formation of branches, subsidiaries and insurance joint venture companies in Japan and applications for insurance business licenses; (b) acquisition of shares in insurance companies and/or portfolio transfers; (c) demutualization and other structural changes, including conversion of Japanese branches into subsidiaries licensed to conduct insurance business; (d) strategic alliances and mergers involving insurance companies; (e) outbound investment and/or formation of joint ventures in the U.S., Europe and Asia (including Vietnam, Turkey, Thailand and Singapore) by Japanese insurers; (f) development of new life and non-life product lines; (g) asset management (including real estate, funds and various derivative transactions); (h) reinsurance transactions and ancillary hedging transactions; (i) ongoing advice on all major issues relating to the Insurance Business Act and Insurance Contract Act; (j) litigation and alternative dispute resolution (including disputes relating to reinsurance); and (k) FSA inspections. As an additional area of specialization, Mr. Debari has also developed extensive expertise in environmental law matters. He assisted Japan's Environmental Ministry in its development of the Soil Contamination Countermeasures Act of Japan, adopted in 2002, and since then has advised clients on a wide variety of environmental issues, including: (i) development of environment impairment liability policies and environment remediation expense policies for several insurance companies; (ii) numerous real estate projects in which analysis and management of environmental risks played a key role, including sales, transfers, securitizations and M&A transactions; (iii) global studies by clients in the areas of soil, groundwater, and air contamination (including one such study for a major U.S. airline); (iv) development by clients of emergency reaction and contingency plans against soil and groundwater contamination; and (v) dispute resolution (including both litigation and alternative mechanisms) regarding environmental issues between joint venture partners, as well as with local governments and the public.
Kiyoko Yagami
KiyokoYagami
Tokyo
Partner
Tokyo

Partner

Contact
Kiyoko Yagami mainly handles anti-monopoly and competition-related matters, joint venture, and direct investment in Asia and emerging countries. She also has extensive experiences in cross-border contract negotiation and dispute resolution.
Tatsuhiko Makino
TatsuhikoMakino
Tokyo
Partner
Tokyo

Partner

Contact
Tatsuhiko Makino is a Partner in our Tokyo office focusing on cross‑border dispute resolution, with particular expertise in (re)insurance and international construction projects. He handles large, multi‑jurisdictional insurance and reinsurance disputes and transactions — including complex claim handling and reinsurance contract negotiations — while also advising on the full lifecycle of overseas construction projects, from FIDIC‑based contract drafting and bid documentation to project‑delay resolution and related disputes. Mr. Makino regularly leads settlement negotiations and arbitration proceedings, and coordinates with overseas counsel with cross‑border litigation. Fluent in English and Japanese, he conducts English‑language negotiations and hearings and adopts practical, business‑minded strategies that bridge Japanese and international corporate cultures.
Naoyuki Kabata
NaoyukiKabata
Tokyo
Partner
Tokyo

Partner

Contact
Mr. Naoyuki Kabata has been involved with an extensive range of financial transactions at Anderson Mori & Tomotsune, including securitization, asset management and investment funds, project finance, PFI (private finance initiative) and LBO (leveraged buy-outs). Mr. Kabata has also assisted both domestic and international clients in general corporate matters, such as corporate acquisition and turnaround, licensing transactions, and intellectual property.
Shinji Nakamura
ShinjiNakamura
Tokyo
Partner
Tokyo

Partner

Contact
Shinji Nakamura, an active member of the JICPA and the Daini Tokyo Bar Association, is an accounting and corporate disclosure expert. Since 2000, he has been assisting domestic and international clients with various types of securities offerings, and offering multi-dimensional advice on accounting, corporate disclosure and auditing regulations. He also has expertise in IFRS-related rules and regulations, and responses to accounting scandals as well as dispute resolutions arising as a result of such incidents.
Yoshihide Matsushita
YoshihideMatsushita
Tokyo
Partner
Tokyo

Partner

Contact
Yoshihide Matsushita is a partner at Anderson Mori & Tomotsune. He has extensive experience in corporate matters, M&A transactions, joint ventures, and alliances, both domestic and international. He also has expertise in financial regulations in Japan including banking, insurance, and securities.
Huan Lee (Henry) Tan
Huan Lee (Henry)Tan
Singapore
Special Counsel
Singapore

Special Counsel

Contact
Yutaro Takahashi
YutaroTakahashi
Tokyo
Senior Associate
Tokyo

Senior Associate

So Asano
SoAsano
Tokyo
Senior Associate
Tokyo

Senior Associate

Takuho Yamamoto
TakuhoYamamoto
Tokyo
Associate
Tokyo

Associate

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