Impact of New M&A Rules
The Financial Times had a good article yesterday on the impact of the introduction of triangle mergers in Japan. It summarizes many of the points knowledgeable observers have made, namely:

(1) The new rules are almost exclusively for friendly takeovers, thus restricting their scope.

(2) Transactions will also be limited because Japanese tax authorities will consider them taxable events under rules that might be difficult to circumvent. Foreign companies may be forced to set up actual operating subsidiaries in Japan to enable the transactions, which defeats the purpose if that's precisely the kind of business they are seeking to acquire.

(3) Because of the new rules and previous law changes, Japanese companies are busy introducing poison pill and other defenses against takeovers. Nevertheless, there is some improvement in corporate governance to be seen, because the companies are now asking for shareholder approval first.

(4) The impact of the new rules may not be more foreign company takeovers, but rather increased consolidation among domestic firms -- a trend that will improve companies' profitability.