In this project it is intended that current problems of maritime law are researched in terms of transformation of shipping industry where the globalization is deeply progressed through wide spread of flag of convenience and strong competition in global market. Maritime law relates to a lot of aspects of shipping activities, for example, contracts of carriage of goods by sea, marine accident including environmental pollution, finance for shipbuilding and international trade, marine insurance and so on. Analysis of influences of changes of structures of shipping industry and practices upon such aspects is indispensable to modernization of maritime law. This study group analyzed changes of practices in each aspect and their economic backgrounds. Based upon such analysis members of the group tried to propose not only national but also international legislative solutions. Particularly they are strongly expected to contribute to the modernization of Japanese Commercial Code in a few years by the research results of this projects.

International unification of accounting standards owing to establishment of International Accounting Standards by IASB has a large impact on Japanese corporation law in two aspects. One is how its provisions concerning accounting should be amended in harmony with the international movements. The other is how it should cope with the changes of business conducts of companies brought about by the new accounting standards.
Concerning the first point, we published several articles on the recent amendments of Japanese corporation law with regard to capital reserves and limitations on sources of dividends. The most important issue in the fixture is the Accounting Standard of Share-based Payment. Our conclusions on the issue are as follows. If Japanese corporation law is amended in harmony with the Exposure Draft on Share-based Payment of IASB, it must introduce the new idea which has not existed in Japan that the corporation may issue stock purchase/subscription warrants in exchange for services. There would be no serious problems in publicly-held corporations, if services are permitted as consideration for shares. However, some abuses might occur in the case of closely-held corporations which do not disclose any financial statements. Since there is a risk of overvaluation in services which have no market prices, the possibility should not be excluded that the corporation law requires the special resolution of shareholders meeting in case the corporations accept services as consideration of shares. Since services may be provided for a period of time, such amendment of corporation law is needed that payment by installment to stock purchase/subscription warrants is permitted. The principle of labor law that the wages shall always be paid in cash must be abolished.
Concerning the second point, the most serious problem to Japanese corporations was so-called "legend" of the financial statements written in English in 2001. However, the auditor system and the new type of corporation (corporation with committees) have become the most important issue after the Enron scandal in autumn of 2001. The Accounting Standard of Impairment of Assets which is to be applied in Japan from 2005 has a great influence on he conducts of business of Japanese corporations by giving rise to a great number of M&A and restructuring activities today.

Comparing with the corporate law, our law of business transactions is clearly out of date. If we look at the legislative situations of other developed or even some developing countries, we can find their laws of business transactions have been quite modernized. We cannot understand the reasons why our legislators are so slow to modernize our law of business transactions.
We strongly believe our law of business transactions should be modernized in near future. Because it is very inconvenient and difficult for business people to predict precise legal outcomes of their business conducts under the present out-of-dated legal rules. Furthermore, the present rules are not friendly to consumers because of the too much strong principle of freedom of contract.
Therefore, we intensively have made research works on modernizing our law of business transactions for four years. As the result of our works, we offer several proposals in order to modernize the present legal rules.

The purpose of this project is a comprehensive research of all the issues concerning the application of the Japanese Corporation Law to transnational affairs.
The issues must be examined in two parts. The first is a choice-of-law problem : which country's law is to be applied to the affairs concerning corporation law ? The second is a constructive problem of substantive law : for example, whether the term "corporation" in the Japanese Corporation Law includes a "foreign corporation", if Japanese law is to be applied? Concerning the first problem, in addition to choice-of-law view points, examinations must be made from public-law view points (for example, extra-territorial application of public law) in some circumstances.
Important legislative issues of the Japanese Corporation Law concerning foreign corporations include : (1) ambiguity of the provision dealing with quasi-foreign corporations, (2) defects of the provisions concerning foreign corporations (for example, insufficient disclosure of their financial statements), (3) ambiguity of treatment of foreign corporations in bondholders' meetings, mergers etc., (4) requirement of recognized legal entities.
Most of the Corporation Law issues brought about by Japanese corporations' transnational activities can be solved adequately by the existing Corporation Law.

The purpose of this research project is to conduct economic analyzes of the Japanese institutional frameworks on stock companies and their business transactions. We focus on questions concerning the structure of corporate governance. The project consists of the three subgroups : (1) the stockholders' meeting and the board of directors, (2) the role of the stockholders' meeting and corporate governmance, and (3) the role of the management, Public regulation and market transactions. The following articles habe been written by the participants of the project, which will be published in a book, Economics of Corporate Law.
H.Kanda and T.Fujita, "The characteristics, diversity, and changes of the corporate law"
N.Yanagawa, "The stockholders' meeting and the board of directors"
Y.Miwa, "Directors and the board of directors"
Y.Miwa, "Derivative Suits"
T.Matsumura, "Disclosure problems"
M.Kurasawa, "The decision process of the stockholders' meeting"
P.Xu, "Incentives of stockholders, directors, and auditors"
Y.Kanemoto and T.Fujita, "Limited liability of stockholders and the protection of creditors"