Buyer or owner
Outcome, authority, budget and decision.
Japan M&A / Private mandates
Japan M&A advisory, from mandate to control.
Aplash supports overseas buyers, owners and founders through Japan buy-side, sell-side and shelf-company transactions. We define the mandate, run bilingual outreach, maintain the diligence list and coordinate retained advisers through signing and handover.
Need an existing company? View shelf profiles - from USD 7,000- English-led mandate
- Japanese evidence and counterparty coordination
- Named specialist workstreams
Choose the outcome. We will structure the route.
Shelf-company acquisition
Consider an existing company when continuity has specific value.
A candidate company provides an existing registry history to review. Some profiles also have a current banking relationship that the buyer can present for the bank's independent new-owner review.
Current profile categories / Subject to availability and diligence| Profile | Starting acquisition price | Diligence and bank review |
|---|---|---|
| 具備網路銀行關係的候選公司 | USD 7,000 起 | 具備現有網路銀行關係的候選公司。帳戶狀態及能否繼續使用，須經盡職調查及銀行對新所有人的獨立審查確認。 |
| 註冊資本1,000萬日圓以上 | USD 10,000 起 | 註冊資本至少為1,000萬日圓的候選公司。當前現金、淨資產及負債另行透過盡職調查確認。 |
| 具備大型銀行關係的候選公司 | USD 20,000 起 | 具備現有大型銀行關係的候選公司。帳戶狀態及能否繼續使用，須經盡職調查及銀行對新所有人的獨立審查確認。 |
- Verify target
- Agree share transfer
- Update ownership and registry
- Complete bank review
- Handover
Inside the mandate
A Japan deal moves through people, evidence and timing.
Translation is only one layer. We keep the commercial question beside the Japanese source record, the person responsible for it and the decision it can change.
- Commercial
- What is the buyer really acquiring?
- Evidence
- Which source proves the claim?
- Execution
- Who must act before control can transfer?
- Industrial & manufacturing
- Technology & IP
- Consumer & retail
- Logistics & services
Transaction map
One lead keeps four moving parts connected.
The client should always know who holds the next action, what evidence is missing and which decision it can change.
Aplash
Mandate, outreach, information flow and issue map.
Target or buyer
Access, NDA, evidence, offers and negotiation.
Close and handover
Signatures, funds, filings and operating control.
- Mandate briefwhat success means
- Evidence registerwhat is proven or missing
- Red-flag memowhat could change the deal
- Terms trackerwhat remains open
- Closing mapwho acts before control transfers
Choose the direction
Buying and selling meet at closing. They start differently.
Each route below shows the five decisions and the usable output from each one.
Acquire a Japanese company
- 01
Define the thesis
Approved acquisition brief
- 02
Find and qualify
Target shortlist and approach plan
- 03
Test the target
Evidence register and red flags
- 04
Agree price and risk
Terms and negotiation tracker
- 05
Transfer control
Closing and 100-day handover
Prepare a confidential sale
- 01
Prepare the evidence
Readiness review
- 02
Position the business
Teaser and information index
- 03
Qualify buyers
Buyer shortlist and NDA route
- 04
Compare offers
Offer and risk comparison
- 05
Close and hand over
Closing and transition plan
Diligence map
Six reviews lead to one commercial decision.
Every workstream ends in one of four calls: proceed, reprice, add a condition, or stop.
| Workstream | Evidence reviewed | Decision it drives | Lead |
|---|---|---|---|
| Corporate and ownership | Registry, shareholders, board records and material filings | Title, control and legacy issues | Japan counsel and judicial scrivener, as applicable |
| Financial and tax | Accounts, debt, tax returns, cash and working capital | Earnings quality, debt and tax exposures | CPA and tax accountant |
| Commercial | Customer, supplier and material contract evidence | Revenue quality and change-of-control risk | Aplash and sector specialists |
| People | Employment, payroll and social-insurance records | Liabilities, retention and transfer issues | Labour specialist and counsel |
| Regulatory | Licences, permits and authority records | Transferability, approvals and timing | Relevant Japan-licensed specialist |
| Banking and AML | Account status, KYC, beneficial owner and source of funds | Ownership-change requirements and funds flow | Aplash coordination; the bank decides |
Valuation in context
Value lives in the operation, not the headline multiple.
Customer concentration, working capital, licences, people, assets and transfer constraints can matter more than a broad industry benchmark. We connect the valuation question to the evidence and the deal term it affects.
- Earnings qualityWhat is repeatable after control changes?
- Cash and debtWhat moves with the shares?
- Operating dependenciesWhich owner, customer or licence cannot simply transfer?
- Closing riskWhat belongs in price, conditions or warranties?
Transaction gates
Five approvals that move a transaction forward.
The transaction advances after mandate approval, route screening, diligence, agreed terms and closing readiness.
- 01
Define the mandate
Confirm the outcome, parties, timing, budget and facts that could change the route.
- 02
Screen the route
Compare target, structure and execution options before committing to full diligence.
- 03
Verify the evidence
Test ownership, value, liabilities, contracts, people and regulated dependencies.
- 04
Agree executable terms
Resolve price, conditions, risk allocation, approvals and specialist work.
- 05
Close and hand over
Coordinate signatures, funds flow, filings, control transfer and immediate priorities.
Fee structure
How M&A fees are scoped.
The proposal separates the initial assessment, mandate retainer, retained-specialist fees and any agreed success component. Shelf acquisition prices are shown separately above.
Initial route assessment
Feasibility, route and scope are confirmed first.
Before the full mandateMandate retainer
Covers the defined search, preparation or transaction-control work.
At agreed workstream startSpecialist scope
Legal, accounting, tax and regulated work is scoped by role.
When specialist review is requiredSuccess component
The trigger and calculation are written into the engagement before work begins.
Only where applicable
Controlled disclosure
Control who receives documents, and when.
The access register records the recipient, document set, approval and release date for each disclosure.
- Named owner for every open item
- Versioned evidence register
- Staged counterparty disclosure
- Bilingual issue and decision log
- Closing dependencies visible before signature
Questions that should be answered early.
How are shelf-company profiles priced?
Current profile categories start at USD 7,000, USD 10,000 and USD 20,000. Final scope depends on target availability, the company selected and the diligence required before acquisition.
What happens to an existing banking relationship after ownership changes?
The buyer acquires shares in the company, not a bank account. The bank reviews the new beneficial owner, representative, business purpose and source of funds. An existing relationship may provide useful operating context, but continued access remains the bank's decision.
What is included in a buy-side or sell-side mandate?
The written mandate defines the route, deliverables, decision gates and responsibilities. It may include strategy, target or buyer mapping, confidential outreach, evidence control, diligence coordination, negotiation support, closing dependencies and handover planning.
Who provides legal, tax and accounting conclusions?
Aplash leads the cross-border transaction route and coordinates the evidence and workstreams. Conclusions reserved to lawyers, accountants, tax professionals or other licensed specialists are provided by the appropriately retained professional.
How long does a Japan transaction take?
Timing depends on target access, diligence readiness, negotiations, financing and approvals. We map the critical path and decision gates at the start rather than promise a generic completion date.
How is confidentiality controlled before a counterparty is approached?
Identity and information are released in stages. The mandate sets the permitted approach route, NDA sequence, access level and owner for each disclosure decision.
Tell us what you plan to buy, sell or acquire in Japan.
Include the company or sector, buyer or seller role, target timing, budget range and any confidentiality constraint. We will identify the first information required.