1. A CONVERSATION WITH MR. TOMOO NISHIKAWA,
MANAGING PARTNER OF SIDLEY’S TOKYO OFFICE
AND HEAD OF THE FIRM’S JAPAN PRACTICE
A conversation with Mr. Tomoo Nishikawa, Managing Partner of Sidley’s Tokyo office and head of the firm’s Japan practice.
What first led you to Sidley?
Prior to being asked to join Sidley, I had been a partner at one of
the most well-regarded law firms in Japan. I led efforts, as I do
now, in structured finance matters—in particular, in aircraft and
film financing projects. Sidley had an office in Tokyo at the time,
although the four lawyers there weren’t qualified to practice
Japanese law. They functioned primarily as liaisons through
which clients in Tokyo worked with Sidley’s offices in the United
States.
The partner in the Tokyo office, Mr. Mark Schultz, happened to
be good friends with me and my wife, the Honorable Akira
Matsu, Member of the House of Councilors [Upper House] of the
Diet, the Japanese Parliament. Mark, who has since left the firm,
was very focused on expanding Sidley’s practice in Tokyo to
include substantive work in Japanese law. So he began efforts
to recruit a Japanese lawyer fluent in both English and
Japanese. Those efforts ultimately led me to establish a foreign
law joint enterprise in partnership with Sidley.
We formed that partnership, Sidley Austin Nishikawa Foreign Law Joint Enterprise, in October 2002, and I became the
Managing Partner of the Tokyo Office. I also brought with me two lawyers from my previous firm who were qualified to
practice Japanese law. After that, Sidley’s practice in Japan began to grow very rapidly with the assistance of the firm’s
lawyers worldwide. Our focus, regulatory work, of course requires international collaboration with Sidley’s offices in the U.S.
Tell us a bit about Sidley’s history in Tokyo and what has distinguished us in the minds of those in the business
community.
When I first formed the joint enterprise with the firm, Sidley was already well-known and highly regarded in the U.S.
However, it had yet to develop name recognition in Japan. In fact, during the opening ceremony of the Tokyo office, where
former Prime Minister Mori and also Cabinet Members were present, one of the cabinet ministers mistook the firm’s name
for “Sydney,” the city in Australia [[laughs]].
The foreign law joint enterprises on the landscape at that time were not very well established. Most had the significant
disadvantage of not being qualified to practice Japanese law. Our office in Tokyo was quite distinct, in that from its inception,
the team featured fully bilingual bengoshi—lawyers qualified and experienced in Japanese law. They were also very familiar
with U.S. law, having received law degrees in the States.
Nowadays, there are some foreign law joint enterprises in Tokyo with qualified Japanese lawyers. However, our practice
stands apart for its significant cross-border regulatory capabilities. We have been the catalyst for resolving many regulatory
issues for Japanese clients and other clients around the world.
Like other lawyers at Sidley, you have had significant experience in government. How has that informed your work?
I had served as a government officer at the Ministry of Construction—now Ministry of Land, Infrastructure, Transport and
Tourism—from 1972 to 1975. I was also a member of the Japanese House of Representatives from 1996 to 2000. This

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experience has given me a wealth of knowledge in the complex administrative and legislative systems in Japan. The laws in
Japan in many cases lack transparency, making it difficult for global businesses operating in Japan to interpret them.
Being able to properly guide clients with the relevant authorities and also the legislatures is critical. Regulations can be
handled well enough by any lawyer—you can read a book to get that information. However, to truly be successful in the
complex transactions, you have to read between the lines and understand how the regulations really apply to the clients’
unique business opportunities. It is also essential to have the cooperation of lawyers in the U.S. Many law firms in Japan
lack that collaborative international component.
In one of our cases where governmental experience was essential, we represented a leading global insurance company in
its negotiations with the Japanese Financial Services Agency (FSA). In the course of those discussions, we successfully led
the FSA to establish its own no-action letter system. This, in turn, lent much more transparency to the regulatory process.
We also helped a major airline carrier through talks with the Ministry of Land, Infrastructure, Transport and Tourism and key
Diet members.
Achieving such success on behalf of our clients has significantly enhanced our reputation in Japan, as well as the breadth
and volume of matters we handle. Our regulatory strength now encompasses a wide range of practice areas, including life
sciences, finance and customs.
What have you found particularly gratifying about the work?
We have been involved in numerous high-profile cross-border regulatory transactions that are both exciting and complex.
Such sophisticated matters require us to navigate the geographical boundaries, as well as the inherent differences in
language, legal systems and business practices. It is truly gratifying when we can guide our clients in such endeavors.
One such matter was the transfer of part of the Japan-based business operations of another leading global insurance
company to a major Japanese insurance company. We worked very closely with Sidley’s Chicago office on this project. The
Tokyo office handled the Japanese legal issues, including the negotiations for the FSA’s approval. Our understanding of
both the Japanese and American legal and business practices, combined with the ability of our colleagues in Chicago to boil
down the Japanese legal requirements and relay them to our client in a way that was comprehensive but also easy to
understand, were essential for the successful closing of the transaction. The matter was widely reported in the media in
Japan and the U.S. This is but one of many excellent examples of cross-collaboration for which the firm is known in Japan.
How would you describe the distinctive culture and inner workings of the Tokyo office?
Our office has a relatively small number of lawyers, as compared to the teams in the U.S. offices. We are a tight-knit group
that works very well together. Each lawyer here is aware of all the projects the Tokyo office is involved in—not just the ones
he/she is directly working on. This helps expand the horizon of our lawyers—to see how everyone’s work has the potential to
intersect and expand.