Directors (in cases where shareholders call a shareholders meeting pursuant to the provisions of paragraph (4) of the preceding Article, relevant shareholders; the same applies in the main clause of the following paragraph and the following Article to Article 302) must decide the following matters if they call a shareholders meeting:
the date, time and place of the shareholders meeting;
株主総会の日時及び場所
if there is any matter which is the purpose of the shareholders meeting, relevant matter;
株主総会の目的である事項があるときは、当該事項
that shareholders who do not attend the shareholders meeting may vote in writing, if so arranged;
株主総会に出席しない株主が書面によって議決権を行使することができることとするときは、その旨
that shareholders may vote by electronic or magnetic means, if so arranged;
株主総会に出席しない株主が電磁的方法によって議決権を行使することができることとするときは、その旨
beyond what is set forth in the preceding items, any matters prescribed by Ministry of Justice Order.
前各号に掲げるもののほか、法務省令で定める事項
If the number of the shareholders (excluding shareholders who may not vote on all matters which may be resolved at a shareholders meetings; the same applies in the following Article to Article 302) is one thousand or more, the directors must decide the matters set forth in item (iii) of the preceding paragraph;provided, however, that this does not apply to the cases where relevant stock company is a stock company which issues the shares set forth on the financial instruments exchange provided for in Article 2, paragraph (16) of the Financial Instruments and Exchange Act and is an entity prescribed by Ministry of Justice Order.
For the purpose of the application of the provisions of the preceding paragraph to a company with board of directors, the phrase "matters which may be resolved at the shareholders meetings" in that that paragraph is deemed to be replaced with "matters set forth in paragraph (2) of the preceding paragraph".
At a company with board of directors, the decision of the matters set forth in each item of paragraph (1) must be made by the resolution of the board of directors meeting, except for the cases where the shareholders call the company pursuant to the provisions of paragraph (4) of the preceding Article.