The provisions of Part II, Chapter I (excluding Article 27 (excluding items (iv) and (v)), Article 29, Article 31, Article 37, paragraph (3), Article 39, Section 6 and Article 49) do not apply to incorporation of the stock company incorporated in a consolidation-type merger, the stock company incorporated in an incorporation-type split, or a wholly owning parent company incorporated in a share transfer (hereinafter referred to as an "incorporated stock company to be incorporated" in this Division).
第二編第一章(第二十七条(第四号及び第五号を除く。)、第二十九条、第三十一条、第三十七条第三項、第三十九条、第六節及び第四十九条を除く。)の規定は、新設合併設立株式会社、新設分割設立株式会社又は株式移転設立完全親会社(以下この目において「設立株式会社」という。)の設立については、適用しない。
The articles of incorporation of an incorporated stock company to be incorporated are prepared by the consolidated company, etc.
Read this with the articles around it
stock company incorporated in the consolidation-type mergercorrected by this site
「新設合併設立株式会社」
A stock company formed in a consolidation-type merger.
Short name set inArticle 753, paragraph (1), item (ii)· applies only in this part
stock company incorporated in the incorporation-type split
「新設分割設立株式会社」
A stock company formed in an incorporation-type company split.
Short name set inArticle 763, paragraph (1), item (i)· applies only in this part
wholly owning parent company incorporated in a share transfermachine translation
「株式移転設立完全親会社」
The new stock company formed in a share transfer, which acquires all the issued shares of the companies carrying it out.
Short name set inArticle 773, paragraph (1), item (i)· applies only in this part
disappearing company, etc.
「消滅会社等」
In a consolidation-type merger, an incorporation-type company split or a share transfer, the other companies taking part besides the stock company giving notice: those merged away, those splitting off their business, or those becoming wholly owned subsidiaries.
Short name set inArticle 806, paragraph (3)· applies only in this section
incorporated stock company to be incorporated
「設立株式会社」
A stock company formed in a consolidation-type merger, an incorporation-type company split or a share transfer, to whose formation most of the ordinary incorporation rules do not apply.
Short name set inArticle 814, paragraph (1)· applies only in this division
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.