Article 179-5Keeping and Inspection of Documents Related to the Demand for Share Cash-Out
第百七十九条の五（株式等売渡請求に関する書面等の備置き及び閲覧等）
A subject company must keep documents detailing the following information, or electronic or magnetic records in which the information has been recorded, at its head office for the period from the day of notice pursuant to the provisions of paragraph (1), item (i) of the preceding Article or the day of public notice under paragraph (2) of the same Article, whichever comes first, until the day when six months elapse after the acquisition day (if the subject company is not a public company, one year after the acquisition day):
name and address of the special controlling shareholder;
特別支配株主の氏名又は名称及び住所
matters set forth in the items of Article 179-2, paragraph (1);
第百七十九条の二第一項各号に掲げる事項
the fact that approval under Article 179-3, paragraph (1) is granted; and
第百七十九条の三第一項の承認をした旨
beyond what is set forth in the preceding three items, matters prescribed by Ministry of Justice Order.
前三号に掲げるもののほか、法務省令で定める事項
Shareholders, etc. subject to the cash-out may make the following requests to the subject company at any time during its business hours; provided, however, that the cost specified by the subject company must be paid for making a request set forth in items (ii) or (iv):
a request to inspect documents under the preceding paragraph;
前項の書面の閲覧の請求
a request for a transcript or extract of documents under the preceding paragraph;
前項の書面の謄本又は抄本の交付の請求
a request to inspect anything that is used in a manner prescribed by Ministry of Justice Order to display the information recorded in an electronic or magnetic record as referred to in the preceding paragraph; and
a request to be provided with the information recorded in an electronic or magnetic record as referred to in the preceding paragraph by an electronic or magnetic means that the subject company has designated, or a request to be issued a document showing that information.
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public company
「公開会社」
A stock company whose articles of incorporation do not require the company's approval for transfers of at least some of its shares; it need not be listed on a stock exchange.
Defined inArticle 2, paragraph (1), item (v)· applies throughout the law
electronic or magnetic means
「電磁的方法」
A method that uses an electronic data processing system or other information and communications technology, of a kind set by Ministry of Justice Order (法務省令).
Defined inArticle 2, paragraph (1), item (xxxiv)
electronic or magnetic record
「電磁的記録」
A record made in electronic, magnetic or any other form people cannot perceive directly, of a kind that Ministry of Justice Order (法務省令) specifies as used in computer processing.
Defined inArticle 26, paragraph (2)
special controlling shareholdermachine translation
「特別支配株主」
A person who, together with the stock companies it wholly owns and similar corporations set by Ministry of Justice Order (法務省令), holds nine tenths or more of the votes in a stock company (or any higher proportion its articles of incorporation set), and who may therefore demand that all other shareholders sell it their shares.
Defined inArticle 179, paragraph (1)
subject company
「対象会社」
The stock company whose shares a special controlling shareholder (one holding at least nine tenths of the votes) demands the other shareholders sell to it in a cash-out.
Short name set inArticle 179, paragraph (2)
acquisition day
「取得日」
The day, stated in a special controlling shareholder's demand for cash-out, on which that shareholder acquires the shares (and any share options) that the other holders must sell to it.
Short name set inArticle 179-2, paragraph (1), item (v)· applies only in this section
shareholders, etc. subject to the cash-out
「売渡株主等」
The shareholders subject to a cash-out, together with the share option holders subject to it when the special controlling shareholder demands the share options as well.
Short name set inArticle 179-4, paragraph (1), item (i)· applies only in this section