The provisions of Article 575 and Article 578 do not apply to incorporation of a membership company incorporated in a consolidation-type merger or a membership company incorporated in an incorporation-type split (referred to as an "incorporated membership company" in the following paragraph).
第五百七十五条及び第五百七十八条の規定は、新設合併設立持分会社又は新設分割設立持分会社（次項において「設立持分会社」という。）の設立については、適用しない。
The articles of incorporation of an incorporated membership company are prepared by the consolidated company, etc.
Read this with the articles around it
membership company incorporated in the consolidation-type mergermachine translation
「新設合併設立持分会社」
A membership company (a general partnership, limited partnership or limited liability company) formed in a consolidation-type merger.
Short name set inArticle 755, paragraph (1), item (ii)· applies only in this part
membership company incorporated in the incorporation-type splitmachine translation
「新設分割設立持分会社」
A membership company (a general partnership, limited partnership or limited liability company) formed in an incorporation-type company split.
Short name set inArticle 765, 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 membership company
「設立持分会社」
A membership company (持分会社) that comes into being as the new company in a consolidation-type merger or an incorporation-type company split, whose incorporation is not subject to Articles 575 and 578, under which the people becoming members draw up and sign articles of incorporation and pay in their contributions.
Short name set inArticle 816, paragraph (1)· applies only in this provision and in Article 816, paragraph (2)
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.