If an order is issued for commencement of special liquidation, a liquidating stock company may rescind the exemption of liability of subject officers effected within one year prior to or after the time when the petition for commencement of special liquidation was filed. The same applies with respect to the exemption from the liability of subject officers that effected for improper purpose.
The rights of rescission under the provisions of the preceding paragraph are exercised by filing an action or defense.
前項の規定による取消権は、訴え又は抗弁によって、行使する。
The rights of rescission under the provisions of paragraph (1) cannot be exercised when two years have lapsed from the day when the order was issued for the commencement of special liquidation. The same applies if twenty years have elapsed from the day when subject officers were exempted from liability.
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liquidating stock companies
「清算株式会社」
A stock company that is being wound up, which is treated as still existing for the purposes of the liquidation until the liquidation is completed.
Short name set inArticle 476, paragraph (1)
subject officers
「対象役員等」
The incorporators, directors and company auditors at incorporation, officers, etc. and liquidators of a stock company in special liquidation, whose assets the court may freeze and whose liability for damages it may assess.
Short name set inArticle 542, paragraph (1)· applies only in this subsection