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Customer Testimonials

IHI Corporation Corporate Group, Legal Division
General Manager Mr. Katsuki Ishikawa Mr. Hirohisa Yokota

Case Database is the best tool to learn the judges’ way of thinking
Understand the “legal theory” for reviewing solutions

What are main functions of the Legal Divison?

Mr. Ishikawa: Legal Division has two groups; Contract & Disputes (20 staff) and Corporate (6 staff). The Contract & Dipustes Group takes care of reviewing sales contracts, and the Corporate Group is handling everthing else. IP related issues, however are assigned to IP division, and Labor issues are handled by HR division.

As indicated in the name, the primary task of “Corporate” Group is to review business decisions made by the corporate executives from the legal aspects. For example, when our company introduced the executive officer system few years ago, we were responsible for reviewing the roles of the board director and the executive officer from legal points of view.

The second task is to handle legal response to the crisis that may impact the business of the company, such as violation of the antitrust law or various issues related to the financial instruments and exchange law.

Support business management with both defensively and offensively.

Mr. Ishikawa: The aforementioned two tasks are “defensive approach” and we also provide “offensive approach” such as M&A support. Corporate group is in charge of M&A procedures and contract related issues including reorganization of IHI subsidiaries.

Corporate group is handling all legal issues except for the sales contract. We involved deeply with our headquarters relocation in 2006. The current headquarters is located in Toyosu, Koto-ku and IHI owns the land with leasehold. IHI entrusted the land to a trust bank and IHI then sold the trust beneficiary rights to the special-purpose company (SPC).

SPC then borrow funds from banks to construct buildings. IHI moved in to one of the buildings as a tenant. It is a part of the responsibilities of the Corporate group to review this kind of schemes related to acquisition and the lease of real-estate.

How do you use Japanese legal database〈Westlaw Japan〉?

Mr. Ishikawa: As a leader of the group, case database is “a tool for learning the judges’ way of thinking”. It is a tool to understand how they analyze the case, develop the logic patterns and lead the decision. “The judges’ way of thinking” may change with time; therefore the case database must maintain the certain update speed and frequency in order to provide the most current “logic pattern”. I think〈Westlaw Japan〉is very good at for that matter.

Concurrent log-in with multiple IDs

Mr. Yokota: My job requires thorough reading of the past case documents related to the issues that I am handling. 〈Westlaw Japan〉is useful as it contains the documents which are available for download in PDF or Word format. Also, multiple people can log-in the service concurrently with separate IDs.

I mainly use case data and “Hanrei Times”. I also have set alert service for certain queries so that I can be notified when a new case is added to the database, which is very helpful.

When do you find〈Westlaw Japan〉most useful, could you explain the details?

Mr. Ishikawa: Along with the globalization of business, we have to deal with unprecedented issues. For example, if the partner decided to withdraw from a joint development project, all the investments for the research and development made by IHI would be wasted. So, we have to find out whether it is possible to charge such costs to the other party. Therefore it was important to understand the “legal theory” formed by a very few number of cases.

Violation of antitrust law related to the bidding was usually resulted in fines, but recently, increasing numbers of civil lawsuits for damages have been filed against the violators. When such lawsuits were first filed, amounts of damages decided by the court were rather small, but it has been increased and it seems that it has reached its peak now. District courts and High courts seemed to have reached a resasonable range of percentage of the order amount and〈Westlaw Japan〉was helpful to catch such trend.

Does the quality of case database affect the business decision?

Mr. Ishikawa: We lost a work accident case which we thought we could win. I examined the issue later and found a similar case which stated “Even if the worker caused the accident, the employer must take an extra step to ensure the safety of workers.” In other words, the employer “cannot push workers away on the ground of self-help.” If we were able to find the “legal theory” from the past cases earlier, we could have reached a settlement. It is our task to determine the direction of business decisions, but the external attorneys. Therefore, the high quality case database is essential to execute the task.

How do you use the legislation database?

Mr. Ishikawa: A good legislation database is important to establish a good legal compliance system. There are not many compliance violations that the violator intended to gain illicit profits. In many cases, people were careless to overlook the relevant articles of law.

Legislation DB to avoid careless mistakes

Mr. Ishikawa: There are certain operations that require qualifications to execute. The labor safety and sanitation law states necessary qualifications for each operation, but article revisions are made by the ministry ordinance of the Health and Welfare Ministry, or the Economy, Trade, and Industry Ministry. Therefore, you must be very careful to find the tiny revision or you will be violating the compliance order. 〈Westlaw Japan〉is the best suitable for such task, in order to cover all the law revision thoroughly, even for the tiniest ones with high update frequency which provides timely search.

Lastly, what is the future plan of Corporate Legal Group?

Mr. Ishikawa: Current Legal Division was formed on April 1, 2010 by merging legal group in the General Affairs Division and Contract Legal Division. Corporate Legal Group is taking over the legal group in the General Affairs Division. I have been working in that division for the past 16 years to support the business from the legal aspects as a management staff. The challenge for the Legal Division as a whole is to share the knowledge and know-how gained through the two different categories of legal work.

Corporate Legal Group is needed to increase the ability to handle overseas lawsuits. The other group had been taking care of overseas issues as most of the overseas issues were contract related. However, we are handling more and more issues related to the business management such as handling bribery of foreign government officials and discovery process for the US lawsuits which impacts the whole business of the company beyond individual sales contract. Therefore, we should be able to handle both domestic and foreign legal risks from the business management viewpoint.