Current leadership

The Japan In-house Counsel Network (JICN) is an unincorporated professional association for in-house counsel working in, or having other affiliations with, Japan.  It has an organizing committee currently consisting of 11 members, who share roles to support JICN activities.  It was first launched in 2005.

Membership

JICN has over 120 current members as at August 2009.  Membership is free.

Membership is open to qualified lawyers working in-house and other corresponding in-house legal professionals regardless of their formal legal qualifications.  i.e. those in the position to be responsible for providing legal advice to their employer organization.  In Japan, many people graduating from universities with law degrees may go to work in company legal departments without seeking or obtaining formal legal practicing qualifications. 

The main language of communication is English.  However, members come from both multinational and domestic corporations, and membership is not limited to those with an international affiliation or background.  Most members are based in Japan, and the majority in Tokyo, although we have members based in other parts of Japan and overseas.

Status

JICN was initiated by a group of in-house counsel with international backgrounds or experience, who found there were limited opportunities to meet, network with and find support amongst in-house counsel in Japan.  While the Legal Services Committee of the American Chamber of Commerce in Japan has a Corporate Counsel Sub-Committee, not all of our members are members of the ACCJ.  More domestic-oriented, Japanese language-based groups also exist:  The long-established Japanese Association of Corporate Legal Departments covers the broader range of people working in corporate legal departments in Japan, and a newer organisation, the Japanese In-House Lawyers’ Association, is specifically for qualified Japanese lawyers (bengoshi).  The growth and activity of JICN and these groups reflect the substantial increase in the use of professionals in in-house positions in Japan.

JICN has also participated actively in joint events with other legal groups in Japan, including the Foreign Women Lawyers’ Association, Roppongi Bar Association and Temple University in Japan Law School.

International links

JICN has made informal connections with the International Bar Association’s Corporate Counsel Forum, the Australian Corporate Lawyers’ Association and the Beijing In-house Counsel Network.  We intend to work more on international links as we grow, but have focused on activities in Japan for the most part to date. 

Benefits of membership

JICN offers a support and communication group for in-house legal professionals.  In particular, we provide:

Free member-only roundtable discussion sessions on topics related to in-house practice (cost-cutting) and legal topics (contract termination and liability)

Free member-only law firm-supported seminars on legal topics (privilege)

A forum for information exchange between members – member only electronic communication tool (http://jicn.jp/index.php) and ad hoc communication amongst members re:

o Law firm comments/recommendations
o Legal updates and information exchange
o Careers and recruiting information exchange
o Social activities

Social events amongst in-house counsel and with other professional groups

Support for third party professional development and learning activities for in-house counsel e.g. support of and contributing to in-house conferences, contributing to legal publications, providing CLE credit for JICN events

Links and communication with other related legal professional groups, service providers (legal publishers, law firms, accounting firms, recruiters) and stakeholders (regulators, government bodies, judiciary, etc.), through joint events and information sharing 

Hot topics

o How to cut costs of in-house legal departments, internal and external.  This became particularly topical with the financial crisis and pressure on corporate budgets across most industries.  We held a roundtable discussion on the topic, and have collated notes and tips for members.

o How to find good, and good value, external counsel in Japan, where the legal services market is still developing from a small firm, generalist lawyer model.  While there are more large firms appearing, and more overseas firms in the market, international in-house counsel in particular, often find local lawyers and firms to be less service-oriented and less commercial in their approach to providing advice, meaning we have to work harder to get the advice we need for our organisations.

o Privilege and how to deal with the lack of cover for in-house counsel in Japan.  Japan’s legal system is a civil law system, and does not have the same privilege and discovery concepts as in most common law jurisdictions. This poses challenges for in-house counsel, who often cannot rely on privilege themselves and must find workarounds, as well as consider privilege protection when dealing across jurisdictions with other offices offshore, for example.   JICN held a seminar earlier this year on the subject of privilege for in-house counsel in conjunction with a major law firm.

o Financial crisis issues: Insolvency and debt recovery, termination of contracts issues, employment and restructuring.  Many in-house counsel have been required to deal with insolvency issues for the first time or without having much prior experience in the area.  One issue faced is how foreign jurisdictions’ laws and local laws intersect when dealing with multinational businesses that have gone under, or are in danger of it.  Restructuring and downsizing have increased the number of employment issues to deal with.

o Japan’s Anti-Monopoly Act changes to come into effect in 2010.  The changes strengthen cartel regulation and modify existing merger control rules, and will increase the availability of leniency in cartel situations while introducing stricter rules for surcharges and criminal sanctions. The revised law will require pre-closing notification to the Japan Fair Trade Commission for share acquisitions, which will be likely to result in more foreign-to-foreign transactions needing to be notified in Japan.  Many in-house counsel are getting up to speed on this, and JICN has arranged a seminar for members with a former senior FTC official in September.

o Financial reporting obligations under the Financial Instruments and Exchange Act (FIEA) were revised effective April 2008.  The changes implemented a ‘J-SOX’ regime for companies listed in Japan and their foreign subsidiaries.  It prescribes the rules for management to assess and audit internal controls over financial reporting.  Many in-house counsel have been advising on the differences with US Sarbanes-Oxley requirements, and the need for any special local compliance measures.  The FIEA itself is a regular subject of work for in-house counsel working in financial and related industries, in which many international counsel are employed.  In the wake of the financial crisis, Japan’s authorities are also reviewing the existing regulatory regime.