2015 ASIA FORUM—

DoingDoing BusinessBusiness inin Asia:Asia: RecentRecent TrendsTrends and and PRESENTED BY: DevelopmentsDevelopments inin thethe RegulatoryRegulatory Environment,Environment, TransactionalTransactional PracticePractice andand DisputeDispute ResolutionResolution PLATINUM PARTNER:

GOLD PARTNER:

This program will be accredited for CLE in the U.S. including 1.5 hours March 2-3, 2015 of ethics credit. For delegates from March 2-3, 2015 other countries where CPD/CLE is HiltonHilton TokyoTokyo —— JapanJapan mandatory, the ABA will be pleased to provide a Certificate of Attendance for this conference.

For more information visit shopaba.org/Tokyo2015

Sponsors

Platinum Partner

Gold Partner

Silver Partners

Panel Sponsor Exhibitor

Edelman

Meeting Supporter

Media Sponsors

Cooperating Entities

Program Planning Committee

SECTION CHAIR 2014-15 Marcelo Bombau • M. & M. Bomchil Abogados • Buenos Aires, Argentina

STEERING COMMITTEE

Program Chairs Cecil Saehoon Chung • Yulchon LLC • Seoul, Korea Tsuyoshi Ikeda • Mori Hamada & Matsumoto • Tokyo, Elisa Kearney • Davies Ward Phillips & Vineberg LLP • Toronto, ON, Canada

Robert L. Brown • Bingham Greenebaum Doll LLP • Louisville, KY, USA Yee Wah Chin • Ingram Yuzek Gainen Carroll & Bertolotti, LLP • New York, NY, USA Birgit Kurtz • Gibbons P.C. • New York, NY, USA Steven Richman • Duane Morris LLP • New York, NY, USA Sara Sandford • Garvey Schubert Barer • Seattle, WA, USA Lisa Savitt • Crowell & Moring LLP • Washington, DC, USA

PLANNING COMMITTEE

Jennifer Aga • Hitachi, Ltd • Tokyo, Japan Takahiro Azuma • Nishimura & Asahi • Tokyo, Japan Chunghwan Choi • Lee & Ko • Seoul, Korea Taylor Croley • American Bar Association • Washington, DC, USA Thomas Happell • American Bar Association • Washington, DC, USA Kenji Hirooka • Bingham Sakai Mimura Aizawa • Tokyo, Japan Naoki Iguchi • Nagashima Ohno & Tsunematsu • Tokyo, Japan Katsutoshi Kataoka • Japan Fair Trade Commission • Tokyo, Japan Mark Katz • Davies Ward Phillips & Vineberg LLP • Toronto, Canada Gene Kim • Kim & Chang • Seoul, Korea Kyoung Yeon Kim • Yulchon LLC • Seoul, Korea Yong Lim • S.J.D. Candidate, Harvard Law • Cambridge, MA, USA Scott Maravilla • Federal Aviation Administration • Washington, DC, USA Viren Mascarenhas • King & Spalding LLP • New York, NY, USA Yuto Matsumura • Mori Hamada & Matsumoto • Tokyo, Japan Michelle Mattingly • American Bar Association • Washington, DC, USA Dixon F. Miller • Porter Wright Morris & Arthur LLP • Columbus, OH, USA Lelia Mooney • Partners for Democratic Change • Washington, DC, USA Piyasena Perera • Anderson Mori & Tomotsune • Tokyo, Japan Justin G. Persaud • Persaud & Sandher, LLC • Basking Ridge, NJ, USA Steven Saunders • University of Toyama • Toyama, Japan Jessica L. Smith • American Bar Association • Washington, DC, USA Doil Son • Yulchon LLC • Seoul, Korea Marcela Stras • Cozen O’Connor • Washington, DC, USA Mohammad Ali Syed • Syed Law Firm, PLLC • Washington, DC, USA Yukihiro Terazawa • Morrison Foerster • Tokyo, Japan Takashi Toichi • Anderson Mori & Tomotsune • Tokyo, Japan Taro Tsunoda • Anderson Mori & Tomotsune • Tokyo, Japan Yoshiki Uchida • MDP Business Advisory, Co., Ltd. • Tokyo, Japan Erica Sumie Yamashita • Machado Meyer Sendacz Opice Advogados • São Paulo, Brazil

Continuing Legal Education / Continuing Professional Development The ABA directly applies for and ordinarily receives CLE credit for ABA programs in AK, AL, AR, AZ, CA, CO, DE, GA, GU, HI, IA, IL, IN, KS, KY, LA, MN, MS, MO, MT, NM, NV, NY, NC, ND, OH, OK, OR, PA, SC, TN, TX, UT, VT, VA, VI, WA, WI, and WV. These states sometimes do not approve a program for credit before the program occurs. This course is expected to qualify for 9.0 CLE credit hours (including 1.5 ethics hours) in 60-minute states, and 10.8 credit hours (including 1.8 ethics hours) in 50-minute states. This transitional program is approved for both newly admitted and experienced attorneys in NY. Attorneys may be eligible to receive CLE credit through reciprocity or attorney self-submission in other states. For more information about CLE accreditation in your state, visit http://www.americanbar.org/cle/mandatory_cle.html.

For delegates from other countries where CPD/CLE is mandatory, the ABA will be pleased to provide a Uniform Certificate of Attendance which, subject to the exact CPD/CLE requirements of your bar association/law society, may be used to obtain the equivalent accreditation in your jurisdiction. PROGRAM AGENDA

Monday, March 2, 2015

8:00 AM – 9:00 AM REGISTRATION & BREAKFAST KIKU LOBBY

Proudly sponsored by:

8:50 AM – 9:00 AM WELCOME REMARKS KIKKA Welcome remarks by Sara Sandford, Vice-Chair, American Bar Association Section of International Law 9:00 AM – 10:30 AM OPENING PLENARY SESSION What General Counsel and International Lawyers Need to Know About Conducting Business in East Asia KIKKA This panel will consider best practices that multinational companies and international lawyers doing business in Japan, South Korea, China and Taiwan should adopt to conduct business successfully in East Asia. The panel will discuss the various ethical issues that arise in the international commerce context and how multinationals with different ethical and business conduct standards handle these issues in Asia. The panel will discuss ethics and professional responsibility, addressing topics such as confidentiality, competence, know-your-client rules as well as best practices for selecting local counsel and other service providers. The panel will also consider how specific elements of the U.S. anti-corruption regulatory regime and local regulatory environments affect international transactions within East Asia and the impact on company practices and attitudes. Panel Chair & Moderator: Piyasena C. Perera, Anderson Mori & Tomotsune, Tokyo, Japan

Speakers: Mitsuru Chino, Itochu Corporation, Tokyo, Japan Bradley A. Klein, Skadden, Arps, Slate Meagher & Flom LLP, Hong Kong, China David M. Waters, GM Korea Company, Incheon, Korea *Ethics Credit Requested 10:30 AM – 11:00 AM NETWORKING COFFEE BREAK

Track 1: Business / Transactional Track 2: Litigation / Enforcement

KIKKA KIKUYO 11:00 AM - 12:30 PM 11:00 AM - 12:30 PM Best Practices and Legal Risks Surrounding Joint Venture Projects and The Anti-Corruption Landscape in Asia: Heightened Enforcement and Strategic Alliances Heightened Tension

Public private partnerships and large scale infrastructure projects of the type being In the past year or so, a number of particularly high profile corruption investigations built in preparation for the Tokyo 2020 Olympic Games are typically managed by a and enforcement actions have taken place in China, Korea, Japan and in several consortium or joint venture partners which come with specific legal risks. This panel other Asian countries. Nearly all have focused on or involved Western-based will discuss specific issues surrounding joint venture projects and other forms of companies. Additionally, many of these same countries have strengthened or strategic alliances under Japanese and Korean law including proper due diligence, promulgated new anti-bribery laws. How does this change the operational corporate formation, regulatory approval, liability and indemnification and landscape for companies conducting business or seeking to build business in Asia? dissolution. This panel will examine the anti-corruption regime in several of the major Asian countries (Japan, Korea, and China), compare the regulations to those in the West Panel Chair & Speaker: (Australia, U.S., UK, and Canada) and discuss the whys and wherefores of the Yuto Matsumura, Mori Hamada & Matsumoto, Tokyo, Japan heightened levels of enforcement. Panel Chair & Moderator: Panel Chair & Moderator: Sara Sandford, Garvey Schubert Barer, Seattle, WA, USA Haiyan Tang, Paul Hastings LLP, Shanghai, China Speakers: Speakers: Takeshi Aratani, Japan Airlines, Tokyo, Japan Robert Morimoto, GE Japan, Tokyo, Japan Kenji Hirooka, Bingham Sakai Mimura Aizawa, Tokyo, Japan Eun-Jae Park, Yulchon LLC, Seoul, Korea Joon B. Kim, Kim & Chang, Seoul, Korea Patrick Robbins, Shearman & Sterling LLP, San Francisco, CA, USA Yuto Matsumura, Mori Hamada & Matsumoto, Tokyo, Japan Vivian Robinson, McGuire Woods, London, United Kingdom

12:30 PM – 2:00 PM LUNCHEON KIKUEN

2:00 PM – 3:30 PM 2:00 PM – 3:30 PM Managing Pricing and Distribution for Global Companies – Price Maintenance The Rules and Risks of Public and Private Procurement and Vertical Restraints Around the World

Global retail companies are required to navigate an array of different laws in each The Tokyo 2020 Olympic Games and other anticipated growth in the city will provide country in which they operate. In this panel, local counsel from around the world will an opportunity for international businesses to participate in tender processes for discuss the local pricing and distribution laws like resale price maintenance, large public infrastructure contracts as well as private contracts for housing, geographic price discrimination and dual distribution that can impact a company's condominiums, materials, catering, facilities, IT equipment, etc. This panel will marketing and distribution strategy. examine legal issues associated with public and private procurement in Japan including proper due diligence, company formation and bid timing, as well as the Panel Chair & Moderator: risks and consequences of corruption and bid rigging including, the risk and Kimitoshi Yabuki, Yabuki Law Offices, Tokyo, Japan consequences of prosecution by foreign jurisdictions such as China and the United Speakers: States. David Mamane, Schellenberg Wittmer Ltd, Zurich, Switzerland Panel Chair: Susan Ning, King & Wood Mallesons, Beijing, China Scott Maravilla, Federal Aviation Administration, Washington, DC, USA Daren Shiau, Allen & Gledhill LLP, Singapore Setsuko Yufu, Atsumi & Sakai, Tokyo, Japan Panel Chair & Moderator: Katsutoshi Kataoka, Japan Fair Trade Commission, Tokyo, Japan

Speakers:

Masahiro Ito, Ministry of Land, Infrastructure, Transport and Tourism, Tokyo, Japan

Nobuaki Mukai, Momo-o, Matsuo & Namba, Tokyo, Japan

Djordje Petkoski, Hunton & Williams LLP, Washington, DC, USA

Madoka Shimada, Nishimura & Asahi, Tokyo, Japan

3:30 PM – 4:00 PM NETWORKING COFFEE BREAK KIKU LOBBY

4:00 PM – 5:30 PM 4:00 PM – 5:30 PM Mergers Controls in East Asia You Say Chusai, Chotai, I Say Arbitration, Mediation: Comparing Dispute Resolution Procedures in Japan, Korea & the U.S.

Proudly sponsored by: Edelman Top ADR practitioners offer a comparison of dispute resolution procedures and systems in three countries with an emphasis on understanding critical and cultural This panel will examine the pre-merger notification requirements, timing and differences and managing client expectations in these different jurisdictions. There regulatory review processes associated with the acquisition of assets or a is some thought for instance, that Korea’s ADR system is heavily influenced by business or a merger or combination in Japan, South Korea, China, Taiwan and Confucianism, while it has also been observed that in Japan, unlike some Western Singapore. Differences in the merger control regimes in Europe and North countries, ADR proceedings are much more traditionally litigation-oriented and used America will also be highlighted. to supplement court proceedings. Practitioners from Japan, Korea and the U.S. (and their clients) can often be surprised by the different approaches taken in a Panel Chair: process that shares a common name. Takahiro Azuma, Nishimura & Asahi, Tokyo, Japan Panel Chair & Moderator: Panel Chair & Moderator: Naoki Iguchi, Nagashima Ohno & Tsunematsu, Tokyo, Japan Mark Katz, Davies Ward Phillips & Vineberg LLP, Toronto, Canada Speakers: Speakers: Helena Chen, Pinsent Masons, Bejing, China Kala Anandarajah, Rajah & Tann Singapore LLP, Singapore Sae Youn Kim, Yulchon LLC, Seoul, Korea Takahiro Azuma, Nishimura & Asahi, Tokyo, Japan Professor Yasuhei Taniguchi, Professor Emeritus, University & Judge, Kyoung Yeon Kim, Yulchon LLC, Seoul, Korea Singapore International Commercial Court Janet Hui, Jun He Law Offices, Beijing, China Janet Whittaker, Simpson Thacher & Bartlett LLP, Washington, DC, USA

5:30 PM – 6:00 PM JOINT PANEL ROUND-UP KIKKA

Join the Forum Program Chairs for a round-up of the day’s highlights from both Tracks.

Forum Program Chairs: Cecil Saehoon Chung, Yulchon LLC, Seoul, Korea Elisa Kearney, Davies Ward Phillips & Vineberg LLP, Toronto, Canada Tsuyoshi Ikeda, Mori Hamanda & Matsumoto, Tokyo, Japan

6:00 PM – 8:00 PM NETWORKING RECEPTION & DINNER KIKUEN

Tuesday, March 3, 2015

8:00 AM – 9:00 AM REGISTRATION & BREAKFAST Kiku Lobby

Proudly sponsored by:

Track 1: Business / Transactional Track 2: Litigation / Enforcement

KIKKA KIKUYO 9:00 AM – 10:30 AM 9:00 AM – 10:30 AM Protecting Your Intellectual Property Against Ambush Marketers, Grey Recent Harsh Penalties Under U.S. Federal Sentencing Guidelines – Why The Marketing and Counterfeiting Penalties Look To Be Higher Than The Statutory Limit

Companies spend substantial sums of money developing their intellectual property Panelists will discuss the application of the U.S. Sentencing Guidelines to and equally significant amounts of money protecting that intellectual property. Japanese, Chinese, Korean and Taiwanese companies and individuals engaged in Through case studies, this panel will consider best practices for protecting a alleged conduct violating U.S antitrust and anti- corruption laws. Case studies such company's intellectual property rights in Japan, South Korea and China against as the auto parts investigation will be used to explain the U.S. Sentencing ambush marketers, grey marketing and counterfeiting. Strategies that can be Guidelines and practical advice will be provided regarding aggravating and adopted in other international fora will also be considered and best practices for a mitigating factors and affirmative defenses. Panelists will also discuss how the global legal strategy will be discussed. Sentencing Guidelines were applied in the case of large fines against financial institutions such as Bank of America and JP Morgan. Panel Chairs: Yee Wah Chin, Ingram Yuzek Gainen Carroll & Bertolotti LLP, New York, NY, USA Panel Chair & Moderator: Yukihiro Terazawa, Morrison Foerster, Tokyo, Japan Yoshiki Uchida, MDP Business Advisory, Co., Ltd., Tokyo, Japan

Speakers: Speakers: Craig Celniker, Morrison Foerster, Hong Kong, China Jennifer M. Driscoll, Sheppard Mullin, Washington, DC, USA Chunghwan Choi, Lee & Ko, Seoul, Korea Kaku Hirao, Nishimura Asahi, Tokyo, Japan Akihito Nakamachi, Anderson Mori & Tomotsune, Tokyo, Japan Tsuyoshi Ikeda, Mori, Hamada & Matsumoto, Tokyo, Japan Miki Sakakibara, Panasonic Corporation, Tokyo, Japan Hiromitsu Miyakawa, Jones Day, Tokyo, Japan

10:30 AM – 11:00 AM NETWORKING COFFEE BREAK KIKU 11:00 AM – 12:30 PM 11:00 AM – 12:30 PM Online Privacy, Consumer Protection & Competition Protecting Your Client in an Era of Global Enforcement

As evidenced by regulatory investigations of Google, Apple, Facebook, E-book Companies under investigation for conspiracy or foreign corrupt practices in one publishers and others, government agencies around the world continue to scrutinize jurisdiction may quickly find themselves under investigation in a number of other whether consumers are benefiting from new business models emerging out of the countries around the world. Panelists will discuss issues that counsel advising Internet or whether competition is being harmed and consumer privacy being companies subject to an international cartel or corruption investigation must be threatened. This panel will examine the intersection between the aware of to ensure their client's rights are protected. Issues like attorney client competition/antitrust laws and privacy and consumer protection laws in East Asia privilege, obstruction of justice and protection of confidential information will be and consider the role that government can play in helping or hindering innovation. discussed and procedural fairness will be debated.

Panel Chair: Panel Chair & Moderator: Erica Sumie Yamashita, Machado Meyer Sendacz Opice Advogados, São Paulo, Lisl Dunlop, Manatt, Phelps & Phillips LLP, New York, NY, USA Brazil Speakers: Panel Chair & Moderator: Ken Ewing, Steptoe & Johnson LLP, Washington, DC, USA Yong Lim, S.J.D. Candidate, Harvard Law, Cambridge, MA, USA David Liu, Jun He Law Offices, Shanghai, China Stephen Mavroghenis, Shearman & Sterling, Brussels, Belgium Speakers: Kagenori Sako, Oh-Ebashi LPC & Partners, , Japan Naoya Bessho, Yahoo Japan, Tokyo Japan Eugene Kim, Kim & Chang, Seoul, Korea Amy Lee, Microsoft Hong Kong Limited, Hong Kong Mitsuko Miyagawa, TMI Associates, Tokyo, Japan 12:30 PM – 1:00 PM JOINT PANEL ROUND-UP KIKKA

Join the Forum Program Chairs for a round-up of the day’s highlights from both Tracks.

Forum Program Chairs: Cecil Saehoon Chung, Yulchon LLC, Seoul, Korea Elisa Kearney, Davies Ward Phillips & Vineberg LLP, Toronto, Canada Tsuyoshi Ikeda, Mori Hamanda & Matsumoto, Tokyo, Japan

1:00 PM – 2:00 PM CLOSING LUNCHEON KIKUEN