The law as Act on the Arrangement of Related Acts to Promote the Use of Information and Communications Technology in Civil Procedures, etc. (Act No. 53 of 2023) leaves it, with the words it changes marked.
The main text is read a page at a time: a chapter to a page, and a long chapter in runs of articles. The whole main text, and the supplementary provisions and appended tables this amendment changes. Those it leaves untouched are on the page for the text in force.
Subsection 3 Registration of Lost Share Certificate第三款 株券喪失登録
Article 221第二百二十一条
Register of Lost Share Certificates（株券喪失登録簿）
Article 221, paragraph (1)
A share certificate-issuing company (including a stock company, if one year has not elapsed from the day immediately following the day on which the stock company has effected an amendment to the articles of incorporation to abolish provisions of the articles of incorporation to the effect that it issues share certificates for its shares (or, for a company with class shares, shares of all classes); hereinafter the same applies in this Subsection (excluding Article 223, Article 227 and Article 228, paragraph (2))) must prepare a register of lost share certificates and enter or record the following information (hereinafter in this Subsection referred to as "information required to be entered in the lost share certificates register") in the same:
the serial numbers of the share certificates relating to the request under the provisions of Article 223 (including share certificates that have become invalid under the provisions of Article 218, paragraph (2) or Article 219, paragraph (3), and share certificates representing shares if a judgment upholding a claim seeking invalidation of the share issue or the disposition of relevant shares has become final and binding; hereinafter the same applies in this Subsection (excluding Article 228));
the names and addresses of persons who have lost share certificates under the preceding item;
前号の株券を喪失した者の氏名又は名称及び住所
Article 221, paragraph (1), item (iii)
the names and addresses of persons entered or recorded in the shareholder register as the shareholders or registered pledgees of shares of the shares represented by the share certificates (hereinafter in this Subsection, referring to as "registered holder") under paragraph (1); and
the day on which the matters set forth in the preceding three paragraphs are stated or recorded for the share certificates provided for in paragraph (1) (hereinafter in this Subsection referred to as "day of registration of loss of share certificate").
Entrusting a Person with Administering the Lost Share Certificates Register（株券喪失登録簿に関する事務の委託）
Article 222, paragraph (1)
For the purpose of the application of the provisions of Article 123 to a share certificate-issuing company, in that Article, the phrase "of the shareholder register" is deemed to be replaced with "of the shareholder register and the lost share certificates register", and the phrase "keeping the shareholder register" is deemed to be replaced with "keeping the shareholder register and the lost share certificates register".
Requests for Registration of Lost Share Certificate（株券喪失登録の請求）
Article 223, paragraph (1)
A person that loses a share certificate may request the share certificate-issuing company, pursuant to the provisions of Ministry of Justice Order, to enter or record the information required to be entered in the lost share certificates register in the lost share certificates register with respect to that share certificate (hereinafter referred to as the "registration of a lost share certificate").
If a share certificate-issuing company has effected the registration of lost share certificate in response to a request under the provisions of the preceding Article, if the person entered or recorded in the lost share certificates register as the person that lost the share certificates relating to relevant request (hereinafter in this Subsection referred to as "registrant of lost share certificate") is not the registered holder of the shares represented by relevant share certificates, the share certificate-issuing company must, without delay, notify relevant registered holder to the effect that the share certificate-issuing company has effected the registration of lost share certificates for relevant share certificates, and of the matters set forth in Article 221, items (i), (ii) and (iv).
If share certificates have been submitted to the share certificate-issuing company in order to exercise rights with respect to the shares, if the registration of lost share certificate has been effected for relevant share certificates, the share certificate-issuing company must, without delay, notify the person who submitted relevant share certificates to the effect that the registration of lost share certificate has been effected for relevant share certificates.
Filing of Application to Cancel by Holders of Share Certificate（株券を所持する者による抹消の申請）
Article 225, paragraph (1)
A person who holds share certificates subject to the registration of lost share certificate (excluding the registrant of lost share certificate for relevant share certificates) may file an application with the share certificate-issuing company for the cancellation of relevant registration of lost share certificate, as prescribed by Ministry of Justice Order; provided, however, that this does not apply if one year has elapsed from the day immediately following the day of registration of the loss of share certificate.
A person who intends to make an application under the provisions of the preceding paragraph must submit the share certificates referred to in that paragraph to the share certificate-issuing company.
前項の規定による申請をしようとする者は、株券発行会社に対し、同項の株券を提出しなければならない。
Article 225, paragraph (3)
A share certificate-issuing company that has received an application under the provisions of paragraph (1) must, without delay, notify the registrant of lost share certificate referred to in that paragraph of the name and address of the person who made the application under the provisions of that paragraph, and of the serial numbers of the share certificates referred to in that paragraph.
On the day on which two weeks have elapsed from the day of the notice under the provisions of the preceding paragraph, the share certificate-issuing company must cancel the registration of lost share certificate relating to share certificates submitted pursuant to the provisions of paragraph (2). In these cases, the share certificate-issuing company must return relevant share certificates to the person who filed the application under the provisions of paragraph (1).
Filing of Application to Cancel by Registrant of Lost Share Certificates（株券喪失登録者による抹消の申請）
Article 226, paragraph (1)
A registrant of lost share certificate may file an application with the share certificate-issuing company, as prescribed by Ministry of Justice Order, to cancel the registration of lost share certificate (excluding the registration of lost share certificate for share certificates submitted under the provisions of paragraph (2) of the preceding Article if an amendment is effected to the articles of incorporation to abolish provisions of the articles of incorporation to the effect that the share certificate-issuing company issues share certificates for its shares (or, for a company with class shares, shares of all classes)).
A share certificate-issuing company that has received an application under the provisions of the preceding paragraph must cancel the registration of lost share certificate relating to relevant application on the day of the receipt of relevant application.
Cancellation of Registration of Lost Share Certificate Where Provisions of Articles of Incorporation to Issue Share Certificates Are Abolished（株券を発行する旨の定款の定めを廃止した場合における株券喪失登録の抹消）
Article 227, paragraph (1)
If a share certificate-issuing company amends the articles of incorporation to abolish provisions of the articles of incorporation to the effect that the share certificate-issuing company issues share certificates for its shares (or, for a company with class shares, shares of all classes), the share certificate-issuing company must cancel the registration of lost share certificate (excluding registrations for share certificates submitted under the provisions of Article 225, paragraph (2) only if the registrant of lost share certificate is the registered holder of the shares relating to the share certificates subject to relevant registration of lost share certificate) on the day of the effectuation of relevant amendment to the articles of incorporation.
Share certificates subject to the registration of lost share certificate (excluding registrations that have been cancelled) become invalid on the day on which one year has elapsed from the day immediately following the day of registration of lost share certificate.
If share certificates become invalid under the provisions of the preceding paragraph, the share certificate-issuing company must reissue share certificates to the registrant of lost share certificate for relevant share certificates.
Relationship with Procedures for Notices Seeking Objections（異議催告手続との関係）
Article 229, paragraph (1)
If a registrant of lost share certificate submits a request under Article 220, paragraph (1), the share certificate-issuing company may give public notice pursuant to the provisions of that paragraph only if the last day of the period under that paragraph arrives before the day on which one year has elapsed from the day immediately following the day of registration of lost share certificate.
If a share certificate-issuing company gives public notice under the provisions of Article 220, paragraph (1), relevant share certificate-issuing company must cancel the registration of lost share certificate for the share certificates relating to relevant public notice on the day of relevant public notice.
Effect of Registration of Lost Share Certificate（株券喪失登録の効力）
Article 230, paragraph (1)
A share certificate-issuing company may not state or record the names and addresses of the persons who acquired shares represented by share certificates subject to the registration of lost share certificate until the earliest of the following days (hereinafter in this Article referred to as the "day of cancellation of registration"):
the day on which relevant registration of lost share certificate is cancelled; or
当該株券喪失登録が抹消された日
Article 230, paragraph (1), item (ii)
the day on which one year has elapsed from the day immediately following the day of registration of lost share certificate.
株券喪失登録日の翌日から起算して一年を経過した日
Article 230, paragraph (2)
A share certificate-issuing company may reissue share certificates subject to the registration of lost share certificate only after the day of cancellation of registration.
株券発行会社は、登録抹消日後でなければ、株券喪失登録がされた株券を再発行することができない。
Article 230, paragraph (3)
If a registrant of lost share certificate is not the registered holder of the shares represented by the share certificates subject to the registration of lost share certificate, the shareholders of relevant shares may not exercise voting right at a shareholders meeting or general meeting of class shareholders until the day of cancellation of registration.
An auction pursuant to the provisions of Article 197, paragraph (1) or a sale pursuant to the provisions of paragraph (2) of that Article may not be effected with respect to shares represented by share certificates subject to the registration of lost share certificate.
Keeping and Making Available for Inspection of the Lost Share Certificates Register（株券喪失登録簿の備置き及び閲覧等）
Article 231, paragraph (1)
A share certificate-issuing company must keep the lost share certificates register at its head office (or, if it has a shareholder register administrator, at its business office).
Any person may submit the following requests at any time during the business hours of a share certificate-issuing company with respect to the lost share certificates register (limited to the portion in which the person has an interest). In these cases, the reasons for the request must be disclosed:
if the lost share certificates register has been prepared in writing, a request for the review or copying of relevant document;
株券喪失登録簿が書面をもって作成されているときは、当該書面の閲覧又は謄写の請求
Article 231, paragraph (2), item (ii)
if the lost share certificates register has been prepared as an electronic or magnetic record, a request to inspect or copy anything that is used in a manner prescribed by Ministry of Justice Order to display the information recorded in that electronic or magnetic record.
Notices to Registrants of Lost Share Certificate（株券喪失登録者に対する通知等）
Article 232, paragraph (1)
It is sufficient for a notice or demand to a registrant of lost share certificate to be sent by a share certificate-issuing company to the address of relevant registrant of lost share certificate stated or recorded in the lost share certificates register (or, if relevant registrant of lost share certificate notifies the share certificate-issuing company of a different place or contact address for the receipt of notices or demands, to the place or contact address).
The notices or demands referred to in the preceding paragraph are deemed to have arrived at the time when the notice or demand should normally have arrived.
前項の通知又は催告は、その通知又は催告が通常到達すべきであった時に、到達したものとみなす。
Article 233第二百三十三条
Exception to Application（適用除外）
Article 233, paragraph (1)
The provisions of Part IV of the Non-Contentious Cases Procedures Act do not apply to share certificates.
非訟事件手続法第四編の規定は、株券については、適用しない。
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