一the trade name and address of the stock company effecting the share exchange (hereinafter referred to as the "wholly owned subsidiary company resulting from the share exchange" in this Part) and the stock company that constitutes the wholly owning parent company resulting from the share exchange (hereinafter referred to as the "wholly owning parent stock company resulting from the share exchange" in this Part);

二if the wholly owning parent stock company resulting from the share exchange is to deliver to shareholders of the wholly owned subsidiary company resulting from the share exchange monies, etc. in lieu of the shares thereof when effecting the share exchange, the following matters concerning relevant monies, etc.:

イif the relevant monies, etc. are shares in the wholly owning parent stock company resulting from the share exchange, the description of the number of the relevant shares (or, for a company with class shares, the classes of the shares and the number of the shares for each class) or the method for calculating the numbers, and matters concerning the amount of the stated capital and capital reserves of the wholly owning parent stock company resulting from the share exchange;

ロif relevant monies, etc. are bonds of the wholly owning parent stock company resulting from the share exchange (excluding those concerning bonds with share options), the description of the classes of relevant bonds and the total amount for each class of bonds, or the method for calculating that total amount;

ハif relevant monies, etc. are stock options of the wholly owning parent stock company resulting from the share exchange (excluding those attached to bonds with share options), the description of the features and number of relevant share options, or the method for calculating the number;

ニif relevant monies, etc. are bonds with share options of the wholly owning parent stock company resulting from the 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 relevant bonds with hare options; or

ホif relevant monies, etc. are property other than shares, etc. in the wholly owning parent stock company resulting from the share exchange, the description of the features and number or amount of relevant property, or the method for calculating the number or amount;

三in the case prescribed in the preceding item, matters concerning the allotment of monies, etc. set forth in that item to shareholders of the wholly owned subsidiary company resulting from the share exchange (excluding the wholly owning parent stock company resulting from the share exchange);

四if the wholly owning parent stock company resulting from the share exchange is to deliver to holders of share options in the wholly owned subsidiary company resulting from the share exchange share options in the wholly owning parent stock company resulting from the share exchange in lieu of the relevant share options at the time of the share exchange, the following matters concerning relevant share options:

イthe description of the features of the share options (hereinafter referred to as "share options under share exchange agreement" in this Part) held by holders of share options in the wholly owned subsidiary company resulting from the share exchange who will receive delivery of share options in the wholly owning parent stock company resulting from the share exchange;

ロthe description of the features and number of share options in the wholly owning parent stock company resulting from the share exchange to be delivered to holders of share options under share exchange agreement, or the method for calculating the number; and

ハif share options under share exchange agreement are share options attached to bonds with share options, a statement to the effect that the wholly owning parent stock company resulting from the share exchange will succeed to the obligations relating to bonds regarding to the bonds with share options and the description of the classes of the bonds subject to relevant succession and the total amount for each class of bonds, or the method for calculating that total amount;

五in the case prescribed in the preceding item, matters concerning the allotment of the share options of the wholly owning parent stock company resulting from the share exchange set forth in that item to holders of share options under share exchange agreement; and

六the day on which the share exchange becomes effective (hereinafter referred to as the "effective day" in this section).

一if there is any arrangement that no monies, etc. are allotted to shareholders of a certain class of shares, a statement to that effect and relevant class of shares; and

二beyond the matters set forth in the preceding item, if there is any arrangement that each class of shares is to be treated differently with respect to allotment of monies, etc., a statement to that effect and the details of relevant different treatment.

一if there are provisions on the matters set forth in paragraph (1), item (ii), (a) of the preceding Article:the holders of shares referred to in (a) of that item;

二if there are provisions on the matters set forth in paragraph (1), item (ii), (b) of the preceding Article:the holders of bonds referred to in (b) of that item;

三if there are provisions on the matters set forth in paragraph (1), item (ii), (c) of the preceding Article:the holders of share options referred to in (c) of that item; or

四if there are provisions on the matters set forth in paragraph (1), item (ii), (d) of the preceding Article:the holders of bonds constituting bonds with share options referred to in (d) of that item, and holders of the share options attached to those bonds.

一the trade name and address of the wholly owned subsidiary company resulting from the share exchange and the limited liability company that constitutes the wholly owning parent company resulting from the share exchange (hereinafter referred to as the "wholly owning parent limited liability company resulting from the share exchange" in this Part);

二if shareholders of the wholly owned subsidiary company resulting from the share exchange are to become members of the wholly owning parent limited liability company resulting from the share exchange when effecting the share exchange, the names and addresses of the members and the value of contributions by the members;

三if the wholly owning parent limited liability company resulting from the share exchange is to deliver to shareholders of the wholly owned subsidiary company resulting from the share exchange monies, etc. (excluding the equity interests of the wholly owning parent limited liability company resulting from the share exchange) in lieu of the shares thereof when effecting the share exchange, the following matters concerning relevant monies, etc.:

イif relevant monies, etc. are bonds of the wholly owning parent limited liability company resulting from the share exchange, the description of the classes of relevant bonds and the total amount for each class of bonds, or the method for calculating that total amount; or

ロif relevant monies, etc. are property other than bonds of the wholly owning parent limited liability company resulting from the share exchange, the description of the features and number or amount of relevant property, or the method for calculating the number or amount;

四in the case prescribed in the preceding item, matters concerning the allotment of monies, etc. set forth in that item to shareholders of the wholly owned subsidiary company resulting from the share exchange (excluding the wholly owning parent limited liability company resulting from the share exchange); and

五the effective day.

一if there is any arrangement that no monies, etc. are allotted to shareholders of a certain class of shares, a statement to that effect and relevant class of shares; and

二beyond the matters set forth in the preceding item, if there is any arrangement that each class of shares is to be treated differently with respect to allotment of monies, etc., a statement to that effect and the details of relevant different treatment.

一the purpose, trade name, location of the head office, and the total number of authorized shares of the stock company incorporated in the share transfer (hereinafter referred to as the "wholly owning parent company incorporated in a share transfer" in this Part);

二beyond what is set forth in the preceding item, the matters provided for in the articles of incorporation of the wholly owning parent company incorporated in a share transfer;

三the names of the directors at incorporation of the wholly owning parent company incorporated in a share transfer;

四the matters provided for in (a) through (c) below for the categories of cases set forth respectively therein:

イif the wholly owning parent company incorporated in a share transfer is a company with accounting advisor:the name of the accounting advisor at incorporation of the wholly owning parent company incorporated in a share transfer;

ロif the wholly owning parent company incorporated in a share transfer is a company with company auditor (including a stock company the articles of incorporation of which provide that the scope of the audit by its company auditor is limited to an audit related to accounting):the name of the company auditor at incorporation of the wholly owning parent company incorporated in a share transfer; or

ハif the wholly owning parent company incorporated in a share transfer is a company with financial auditor:the name of the financial Auditor at incorporation of the wholly owning parent company incorporated in a share transfer;

五the number of shares (or, for a company with class shares, the classes of the shares and the number of the shares for each class) of the wholly owning parent company incorporated in a share transfer to be delivered by the wholly owning parent company incorporated in a share transfer to shareholders of the stock company effecting the share transfer (hereinafter referred to as the "wholly owned subsidiary company resulting from a share transfer" in this Part) in lieu of the shares thereof, when effecting the share transfer, or the method for calculating the numbers, and matters concerning the amount of the stated capital and capital reserves of the wholly owning parent company incorporated in a share transfer;

六matters concerning allotment of the shares set forth in the preceding item to shareholders of the wholly owned subsidiary company resulting from a share transfer;

七if the wholly owning parent company incorporated in a share transfer is to deliver to shareholders of the wholly owned subsidiary company resulting from a share transfer bonds, etc. of the wholly owning parent company incorporated in a share transfer in lieu of the shares thereof when effecting the share transfer, the following matters concerning relevant bonds, etc.:

イif relevant bonds, etc. are bonds of the wholly owning parent company incorporated in a share transfer (excluding those concerning bonds with share options), the description of the classes of relevant bonds and the total amount for each class of bonds, or the method for calculating that total amount;

ロif the relevant bonds, etc. are share options of the wholly owning parent company incorporated in a share transfer (excluding those attached to bonds with share options), the description of the features and number of relevant share options, or the method for calculating the number; or

ハif relevant bonds, etc. are bonds with share options of the wholly owning parent company incorporated in a share transfer, the matters prescribed in (a) concerning relevant bonds with share options and the matters prescribed in (b) concerning the share options attached to relevant bonds with share options;

八in the case prescribed in the preceding item, matters concerning allotment of bonds, etc. set forth in that item to shareholders of the wholly owned subsidiary company resulting from a share transfer;

九if the wholly owning parent company incorporated in a share transfer is to deliver to holders of share options of the wholly owned subsidiary company resulting from a share transfer share options of the wholly owning parent company incorporated in a share transfer in lieu of relevant share options at the time of the share transfer, the following matters concerning relevant share options:

イthe description of the features of the share options held by holders of share options of the wholly owned subsidiary company resulting from a share transfer who will receive delivery of share options of the wholly owning parent company incorporated in a share transfer (hereinafter referred to as "share options under share transfer plan" in this Part);

ロthe description of the features and number of share options of the wholly owning parent company incorporated in a share transfer to be delivered to holders of share options under share transfer plan, or the method for calculating the number; and

ハif share options under share transfer plan are share options attached to bonds with share options, a statement to the effect that the wholly owning parent company incorporated in a share transfer will succeed to the obligations relating to bonds regarding to the bonds with share options and the description of the classes of the bonds subject to relevant succession and the total amount for each class of bonds, or the method for calculating that total amount; and

十in the case prescribed in the preceding item, matters concerning allotment of the share options of the wholly owning parent company incorporated in a share transfer referred to in that item to holders of share options under share transfer plan.

一if there is any arrangement that no shares of the wholly owning parent company incorporated in a share transfer are allotted to shareholders of a certain class of shares, a statement to that effect and relevant class of shares; and

二beyond the matters set forth in the preceding item, if there is any arrangement that each class of shares is to be treated differently with respect to allotment of shares of the wholly owning parent company incorporated in a share transfer, a statement to that effect and the details of relevant different treatment.

一if there are provisions on the matters set forth in paragraph (1), item (vii), (a) of the preceding Article:the holders of bonds referred to in (a) of that item;

二if there are provisions on the matters set forth in paragraph (1), item (vii), (b) of the preceding Article:the holders of share options referred to in (b) of that item; or

三if there are provisions on the matters set forth in paragraph (1), item (vii), (c) of the preceding Article:the holders of bonds constituting bonds with share options referred to in (c) of that item, and holders of the share options attached to those bonds.