As global business continues to intertwine, Japanese companies operating in or with the United States must stay informed about evolving legal developments that can impact litigation strategy, cross-border transactions, regulatory compliance, and market access. This newsletter offers a comprehensive overview of the most significant U.S. legal matters affecting Japanese firms from October through December 2025.
The insights below are drawn from expert advisory reports and legal newsletters focused specifically on issues relevant to Japanese businesses engaged in U.S. operations.
1. Litigation: Tariff Refund Lawsuits by Japanese Subsidiaries
One of the most important legal developments toward the end of 2025 involved tariff refund litigation filed by Japanese company subsidiaries in the U.S. Court of International Trade. These cases seek to preserve the right to refunds of tariffs imposed under the International Emergency Economic Powers Act (IEEPA).
Several major Japanese corporate affiliates — including subsidiaries of Kawasaki Motors, Ricoh, Sumitomo Chemical, Toyota Tsusho, and Yokohama Rubber — filed lawsuits in November 2025 to protect themselves in the event that the U.S. Supreme Court finds certain IEEPA tariffs unlawful.
These filings reflect broader concern across the global import community. More than 1,500 companies reportedly pursued similar refund actions in the Court of International Trade to prevent the loss of refund rights once tariff entries are “liquidated” under U.S. Customs rules.
Why this matters: If the Supreme Court invalidates the challenged tariffs, importers could be entitled to significant refunds. However, without protective filings, some companies risk losing the right to recover those payments once final duty calculations are completed.
2. Class Action Settlement Involving Toyota Industries Corporation
Another major legal development for Japanese companies in the U.S. market was the proposed settlement in a class action lawsuit against Toyota Industries Corporation (TICO).
In late October 2025, TICO announced a $299.5 million settlement agreement in litigation concerning alleged manipulation of emissions-certification testing data for certain forklift engines. The settlement — which includes complimentary maintenance services for affected vehicles — is subject to approval by a U.S. court.
While the settlement would resolve the class action, TICO has reported that investigations by federal and California state authorities will continue. These ongoing inquiries suggest that emissions compliance remains a critical area of legal risk for automotive components and machinery manufacturers operating in the U.S. market.
3. Significant Cross-Border Acquisitions by Japanese Corporations
Strategic acquisitions remained a central focus for Japanese firms with U.S. ambitions in the final quarter of 2025. Several high-profile deals were announced, representing billions of dollars in planned investments:
SoftBank and DigitalBridge
- SoftBank Group Corp. entered into a definitive agreement to acquire DigitalBridge Group, Inc., a global alternative asset manager with a focus on digital infrastructure, for approximately $4 billion.
- The transaction is subject to regulatory approvals and expected to close in the second half of 2026.
NEC Acquires CSG Systems International
- NEC Corporation announced an indirect acquisition of CSG Systems International, Inc., a Colorado-based provider of digital business support systems for telecom and broadband carriers. The deal is valued at $2.9 billion and is expected to finalize by the end of 2026.
JERA’s Entry into U.S. Shale Gas Production
- JERA Co. Inc. revealed plans to acquire full ownership of a Haynesville Shale gas asset in Louisiana for $1.5 billion, marking its first direct involvement in U.S. shale gas production.
JAPEX Expands U.S. Oil & Gas Footprint
- Japan Petroleum Exploration Co., Ltd. (JAPEX) agreed to purchase all equity interests in Verdad Resources Intermediate Holdings LLC, a company operating tight oil and gas assets in Colorado and Wyoming, for approximately $1.3 billion.
- The acquisition, expected to close by February 2026, marks a major step for JAPEX’s entry into U.S. upstream operations.
These transactions reflect robust Japanese interest in energy, telecommunications, and digital infrastructure sectors in the U.S., highlighting the need for careful navigation of regulatory approvals and antitrust reviews under U.S. law.
4. Broader Legal and Trade Framework Developments
In addition to case-specific updates, several broader U.S.–Japan legal and policy developments in late 2025 are relevant for Japanese firms:
U.S.–Japan Trade and Investment Framework
The two countries expanded cooperation with a framework agreement on energy infrastructure and critical mineral investments, signed in October 2025. This arrangement is aimed at strengthening cooperation in sectors such as renewable energy and strategic supply chains.
This framework reflects the ongoing strategic alignment between the United States and Japan to address shared economic and security concerns, potentially benefiting Japanese investors and legal strategies connected to U.S. infrastructure projects.
5. Legal Risk and Compliance Outlook
For Japanese companies active in U.S. markets, the final quarter of 2025 underscores several legal risk areas to monitor in 2026:
- Trade litigation and tariff compliance: Ongoing Supreme Court review of tariff laws and refund claims highlights the importance of proactive legal strategies for customs duties.
- Environmental and product compliance: Class actions and regulatory investigations — exemplified by the Toyota Industries case — emphasize the need for transparent testing and reporting processes.
- Cross-border M&A regulatory scrutiny: Major acquisitions must navigate U.S. regulatory frameworks, including antitrust and national security reviews.
- Trade policy and international cooperation: Recent agreements between the U.S. and Japan suggest enhanced collaboration that could affect investment flows and compliance obligations.
Conclusion
From litigation over tariffs and significant class action settlements to high-value acquisitions and expanded bilateral cooperation frameworks, the last quarter of 2025 was rich in legal developments for Japanese companies with U.S. interests.
As regulatory scrutiny and cross-border business activity grow, remaining informed about U.S. court decisions, trade policy shifts, and acquisition compliance requirements will be essential for Japanese firms entering or expanding in the U.S. market in 2026 and beyond.
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