If a stock company effects a partial share exchange, the partial share exchange plan must provide for the following matters:
株式会社が株式交付をする場合には、株式交付計画において、次に掲げる事項を定めなければならない。
the trade name and address of the subsidiary company resulting from a partial share exchange; (meaning the stock company that issued the shares to be acquired by the parent company resulting from a partial share exchange (meaning the stock company effecting the partial share exchange; the same applies hereinafter) through the partial share exchange; the same applies hereinafter);
株式交付子会社（株式交付親会社（株式交付をする株式会社をいう。以下同じ。）が株式交付に際して譲り受ける株式を発行する株式会社をいう。以下同じ。）の商号及び住所
the minimum number of shares of the subsidiary company resulting from a partial share exchange to be acquired by the parent company resulting from a partial share exchange through the partial share exchange(in the case of a company with class shares, the classes of shares and the number of each class);
the number of shares of the parent company resulting from a partial share exchange to be delivered as consideration for shares of the subsidiary company resulting from a partial share exchange to be delivered to the transferors of the shares of the subsidiary company resulting from a partial share exchange (in the case of a company with class shares, the classes of shares and the number of shares of each class) or the method for calculating that number and the matters concerning the amount of the stated capital and reserves of the parent company resulting from a partial share exchange;
matters concerning the allotment of the shares of the parent company resulting from a partial share exchange set forth in the preceding item to the transferors of the shares of the subsidiary company resulting from a partial share exchange;
if the parent company resulting from a partial share exchange is to deliver monies, etc. (excluding shares of the parent company resulting from a partial share exchange; the same applies hereinafter in this item and the following item) to the transferors of the shares of the subsidiary company resulting from a partial share exchange as consideration for the shares when effecting the partial share exchange, the following matters concerning the monies, etc.:
if relevant monies, etc. are bonds of the parent company resulting from a partial share exchange (excluding those with respect to bonds with share options), the classes of relevant bonds and the total amount for each class of bonds, or the method for calculating the total amount;
if relevant monies, etc. are share options of the parent company resulting from a partial share exchange (excluding those attached to bonds with share options), the content and number of relevant share options, or the method for calculating the number;
if relevant monies, etc. are bonds with share options of the parent company resulting from a partial share exchange, the matters prescribed in (a) concerning relevant bonds with share options and the matters prescribed in (b) concerning the hare options attached to relevant bonds with share options; or
if relevant monies, etc. are property other than bonds or share options of the parent company resulting from a partial share exchange, the content and number or amount of relevant property, or the method for calculating the number or amount; and
matters concerning the allotment of the monies, etc. referred in the preceding item to the transferors of the shares of the subsidiary company resulting from a partial share exchange;
if the parent company resulting from a partial share exchange is to acquire share options of the subsidiary company resulting from a partial share exchange (other than those attached to bonds with share options) or bonds with share options of the subsidiary company resulting from a partial share exchange (hereinafter collectively referred to as "share options, etc.") with the shares of the subsidiary company resulting from a partial share exchange when effecting the partial share exchange, the features and number of relevant share options, etc. or the method for calculating that number;
in the cases prescribed in the preceding item, if the parent company resulting from a partial share exchange is to deliver monies, etc. to the transferors of the share options, etc. of the subsidiary company resulting from a partial share exchange as consideration for the share options, etc. when effecting the partial share exchange, the following matters concerning the monies, etc.:
if the monies, etc. are shares of the parent company resulting from a partial share exchange, the number of the relevant shares (in the case of a company with class shares, the classes of shares and the number of shares of each class) or the method for calculating number, and the matters concerning the amount of the stated capital and reserves of the parent company resulting from a partial share exchange;
if the monies, etc. are bonds of the parent company resulting from a partial share exchange (excluding those with respect to bonds with share options), the classes of relevant bonds and the total amount for each class of bonds, or the method for calculating the total amount;
if the monies, etc. are share options of the parent company resulting from a partial share exchange (excluding those attached to bonds with share options), the content and number of relevant share options, or the method for calculating the number;
if the monies, etc. are bonds with share options of the parent company resulting from a partial share exchange, the matters prescribed in (b) concerning relevant bonds with share options and the matters prescribed in (c) concerning the share options attached to the bonds with share options; or
if the monies, etc. are property other than shares, etc. of the parent company resulting from a partial share exchange, the content and number or amount of the property, or the method for calculating the number or amount;
in the case prescribed in the preceding item, the matters concerning the allotment of the monies, etc. referred to in that item to the transferors of the share options, etc. of the subsidiary company resulting from a partial share exchange;
the date of the offer for transfer of the shares and share options, etc. of the subsidiary company resulting from a partial share exchange; and
the day on which the partial share exchange becomes effective (hereinafter referred to as the "effective day" in this Chapter).
株式交付がその効力を生ずる日（以下この章において「効力発生日」という。）
In the cases prescribed in the preceding paragraph, the provisions on the matters set forth in item (ii) of that paragraph must be provisions in which that the number of shares of the subsidiary company resulting from a partial share exchange is causes that the subsidiary company resulting from a partial share exchange to become a subsidiary of the parent company resulting from a partial share exchange on the effective day.
In the cases prescribed in paragraph (1), if a subsidiary company resulting from a partial share exchange is a company with class shares, the parent company resulting from a partial share exchange may decide the following matters as the matters set forth in item (iv) of that paragraph in accordance with the features of the classes of shares issued by the subsidiary company resulting from a partial share exchange:
if there is any arrangement that no shares of the parent company resulting from a partial share exchange will be allotted to the transferors of a certain class of shares, a statement to that effect and the class of shares; and
ある種類の株式の譲渡人に対して株式交付親会社の株式の割当てをしないこととするときは、その旨及び当該株式の種類
beyond the matter set forth in the preceding item, if there is an arrangement that each class of shares is to be treated differently with respect to allotment of shares of the parent company resulting from a partial share exchange, a statement to that effect and the details of the different treatment.
In the cases prescribed in paragraph (1), the provisions regarding the matters set forth in item (iv) of that paragraph must stipulate that the shares of the parent company resulting from a partial share exchange will be delivered in proportion to the number of the shares of the subsidiary company resulting from a partial share exchange (or, if there are provisions with respect to the matters set forth in item (ii) of the preceding paragraph, the number of the shares of each class) transferred by the transferors of the shares of the subsidiary company resulting from a partial share exchange (excluding the relevant transferors of the class of shares referred to in item (i) of the preceding paragraph) to the parent company resulting from a partial share exchange.
The provisions of the preceding two paragraphs apply mutatis mutandis to the matters set forth in paragraph (1), item (vi). In those cases, the term "shares of the parent company resulting from a partial share exchange" in the preceding two paragraphs is deemed to be replaced with "monies, etc. (excluding the shares of the parent company resulting from a partial share exchange)."