If a membership company has prescribed the method of the disposition of assets under Article 668, paragraph (1), creditors of the liquidating membership company after the dissolution thereof may state their objections to the method of the disposition of assets to relevant liquidating membership company.
持分会社が第六百六十八条第一項の財産の処分の方法を定めた場合には、その解散後の清算持分会社の債権者は、当該清算持分会社に対し、当該財産の処分の方法について異議を述べることができる。
In cases provided for in the preceding paragraph, the liquidating membership company must, within two weeks from the day of the dissolution (or, in the cases provided for in paragraph (2) of the preceding Article, of the day when relevant method of disposition of the assets is prescribed), give public notice of the matters set forth below in Official Gazette and must give notice of the same separately to each known creditor, if any; provided, however, that the period under item (ii) cannot be less than one month:
a statement that liquidation will be effected in accordance with the method of the disposition of assets under Article 668, paragraph (1); and
第六百六十八条第一項の財産の処分の方法に従い清算をする旨
a statement to the effect that creditors may state their objections within a certain period of time.
債権者が一定の期間内に異議を述べることができる旨
Notwithstanding the provisions of the preceding paragraph, if in addition to using Official Gazette, a liquidating membership company effects public notice under that paragraph in a manner set forth in Article 939, paragraph (1), item (ii) or (iii) in accordance with the provisions of the articles of incorporation under the provisions of that paragraph, the liquidating membership company is longer be required to give separate notices under the provisions of the preceding paragraph.
If the creditors do not raise objections within the period under paragraph (2), item (ii), relevant creditors are deemed to have approved relevant disposition of assets.
債権者が第二項第二号の期間内に異議を述べなかったときは、当該債権者は、当該財産の処分の方法について承認をしたものとみなす。
If the creditors raise objections within the period under paragraph (2), item (ii), the liquidating membership company must make payment to or provide appropriate security to relevant creditors, or entrust appropriate assets to a qualified trust company for the purpose of assuring the payment to relevant creditors.
Read this with the articles around it
means of giving public notice
「公告方法」
The way a company, including a foreign company, gives those public notices that no law requires to be published in the Official Gazette, such as in a daily newspaper or by electronic public notice.
Defined inArticle 2, paragraph (1), item (xxxiii)· applies throughout the law
trust company, etc.machine translation
「信託会社等」
Trust companies, and banks and other financial institutions that the Prime Minister has authorized under Article 1, paragraph (1) of the Act on Engagement in Trust Business by Financial Institutions to carry on trust business — for example, those with which a company places property in trust for a creditor who objects to a reduction of its stated capital (Article 449).
Defined inArticle 449, paragraph (5)
membership company
「持分会社」
General partnership companies, limited partnership companies and limited liability companies taken together: the three kinds of company under this Act that are owned by members rather than by shareholders.
Short name set inArticle 575, paragraph (1)
liquidating membership companies
「清算持分会社」
A membership 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 645, paragraph (1)
articles of incorporation
定款
A company's own basic rules, written by its founders when it is formed: at least its purpose, its trade name, where its head office is, the value of the property contributed at incorporation and who the founders are (Companies Act, Article 27). A stock company's must be certified by a notary before it takes effect (Article 30, paragraph (1)), and can later be changed by a resolution of the shareholders meeting (Article 466). Many rules in the Act apply "unless the articles of incorporation provide otherwise", so a company's articles decide a great deal of how the Act applies to it.
Written by AI using Companies Act, Arts. 26, 27, 30, 466, 575 as a reference.