Financial Instruments and Exchange Act

In this Chapter, the term "electronic data processing system for disclosure" means an electronic data processing system that connects, via a telecommunications line, a computer used by the Cabinet Office (including its input and output devices; hereinafter the same applies in this Chapter) with the input and output devices used by a person that carries out the procedures under the provisions of Article 5, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (5) of that Article (including as applied mutatis mutandis pursuant to Article 27) and Article 27); Article 7, paragraph (1) (including as applied mutatis mutandis pursuant to Article 24-2, paragraph (1); Article 24-4-3, paragraph (1) (including as applied mutatis mutandis pursuant to Article 24-5-2, paragraph (2)); Article 24-4-5, paragraph (1); Article 24-5, paragraph (5); and Article 24-7, paragraph (3) (including these provisions as applied mutatis mutandis pursuant to Article 27); Article 24-6, paragraph (2); and Article 27); Article 9, paragraph (1) (excluding the second sentence of that paragraph, and including as applied mutatis mutandis pursuant to Article 24-2, paragraph (1); Article 24-4-3, paragraph (1) (including as applied mutatis mutandis pursuant to Article 24-5-2, paragraph (2)); Article 24-4-5, paragraph (1); Article 24-5, paragraph (5); and Article 24-7, paragraph (3) (including these provisions as applied mutatis mutandis pursuant to Article 27); Article 24-6, paragraph (2); and Article 27); Article 10, paragraph (1) (excluding the second sentence of that paragraph, and including as applied mutatis mutandis pursuant to Article 24-2, paragraph (1); Article 24-4-3, paragraph (1) (including as applied mutatis mutandis pursuant to Article 24-5-2, paragraph (2)); Article 24-4-5, paragraph (1); Article 24-5, paragraph (5); and Article 24-7, paragraph (3) (including these provisions as applied mutatis mutandis pursuant to Article 27); Article 24-6, paragraph (2); and Article 27); Article 23-3, paragraph (1) or (4) (including these provisions as applied mutatis mutandis pursuant to Article 27); Article 23-4 (including as applied mutatis mutandis pursuant to Article 27); Article 23-7, paragraph (1) (including as applied mutatis mutandis pursuant to Article 27); Article 23-8, paragraph (1) (including as applied mutatis mutandis pursuant to Article 27); Article 23-9, paragraph (1) (excluding the second sentence of that paragraph, and including as applied mutatis mutandis pursuant to Article 27); Article 23-10, paragraph (1) (excluding the second sentence of that paragraph, and including as applied mutatis mutandis pursuant to paragraph (5) of that Article (including as applied mutatis mutandis pursuant to Article 27) and Article 27); Article 24, paragraph (1) or (3) (including these provisions as applied mutatis mutandis pursuant to paragraph (5) of that Article (including as applied mutatis mutandis pursuant to Article 27) and Article 27); Article 24-4-2, paragraph (1) or (2) (including these provisions as applied mutatis mutandis pursuant to paragraph (3) of that Article (including as applied mutatis mutandis pursuant to paragraph (4) of that Article) and paragraph (4) of that Article (including these provisions as applied mutatis mutandis pursuant to Article 24-5-2, paragraph (1) and as applied mutatis mutandis pursuant to Article 27), and Article 27); Article 24-4-4, paragraph (1) or (2) (including these provisions as applied mutatis mutandis pursuant to paragraph (3) of that Article (including as applied mutatis mutandis pursuant to Article 27) and Article 27); Article 24-5, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (3) of that Article (including as applied mutatis mutandis pursuant to Article 27)) or paragraph (4) (including these provisions as applied mutatis mutandis pursuant to Article 27); Article 24-6, paragraph (1); Article 24-7, paragraph (1) or (2) (including these provisions as applied mutatis mutandis pursuant to paragraph (6) of that Article (including as applied mutatis mutandis pursuant to Article 27) and Article 27); Article 25, paragraph (4) (including as applied mutatis mutandis pursuant to Article 27); Article 27-3, paragraph (2) (including as applied mutatis mutandis pursuant to Article 27-22-2, paragraph (2)); Article 27-8, paragraphs (1) through (4) (excluding the second sentence of paragraph (4), and including these provisions as applied mutatis mutandis pursuant to Article 27-10, paragraphs (8) and (12); Article 27-13, paragraph (3); and Article 27-22-2, paragraphs (2) and (7)); Article 27-10, paragraph (1) or (11); Article 27-11, paragraph (3) (including as applied mutatis mutandis pursuant to Article 27-22-2, paragraph (2)); Article 27-13, paragraph (2) (including as applied mutatis mutandis pursuant to Article 27-22-2, paragraph (2)); Article 27-23, paragraph (1); Article 27-25, paragraph (1) or (3); each paragraph of Article 27-26; or Article 9, paragraph (1) (excluding the second sentence of that paragraph) or Article 10, paragraph (1) (excluding the second sentence of that paragraph) as applied mutatis mutandis pursuant to Article 27-29, paragraph (1) (including the submission of anything that must accompany documents if they are submitted via these procedures; hereinafter referred to as "electronic disclosure procedures" in this Chapter), or the procedures under the provisions of Article 4, paragraph (6) (including as applied mutatis mutandis pursuant to Article 23-8, paragraph (4) (including as applied mutatis mutandis pursuant to Article 27)) or Article 27-5, item (ii), and other procedures specified by Cabinet Order (including the submission of anything that must accompany documents if they are submitted via these procedures; hereinafter referred to as "voluntary electronic disclosure" in this Chapter), and with the input and output devices used by a financial instruments exchange and an authorized financial instruments firms association specified by Cabinet Order.

A person that carries out electronic disclosure procedures must use an electronic data processing system for disclosure to do so, pursuant to the provisions of Cabinet Order.

A person that carries out voluntary electronic disclosure procedures may use an electronic data processing system for disclosure to do so, pursuant to the provisions of Cabinet Order.

Electronic disclosure procedures or voluntary electronic disclosure procedures that are carried out pursuant to the provisions of the preceding two paragraphs are deemed to reach the Cabinet Office when they are recorded in a file stored on the computer referred to in the preceding Article (hereinafter simply referred to as the "file" in this Chapter).

Electronic disclosure procedures or voluntary electronic disclosure procedures that are carried out pursuant to the provisions of paragraph (1) or (2) are deemed to have been carried out using the paper documents specified in the provisions of the Financial Instruments and Exchange Act and related regulations which prescribe that these procedures are to be carried out using paper documents, and the provisions of the Financial Instruments and Exchange Act and related regulations apply.

Notwithstanding the provisions of paragraph (1) of the preceding Article, if a person that carries out electronic disclosure procedures is unable to carry out electronic disclosure procedures through the use of an electronic data processing system for disclosure due to a failure in telecommunication lines or any other cause, the person may carry out electronic disclosure procedures by submitting a magnetic disk (including anything on which it is possible to reliably record specific particulars through use of a similar means; hereinafter the same applies in this Chapter), instead of using an electronic data processing system for disclosure, with the approval of the Prime Minister and pursuant to the provisions of Cabinet Order.

If a person that carries out voluntary electronic disclosure procedures by use of an electronic data processing system for disclosure is unable to carry out voluntary electronic disclosure procedures using an electronic data processing system for disclosure due to a failure in telecommunication lines or any other cause, that person may carry out voluntary electronic disclosure procedures by submitting a magnetic disk, instead of using an electronic data processing system for disclosure, with an approval of the Prime Minister and pursuant to the provisions of Cabinet Order.

If electronic disclosure procedures or voluntary electronic disclosure procedures are carried out through the submission of a magnetic disk pursuant to the provisions of the preceding two paragraphs, the Prime Minister must immediately record the particulars recorded on that magnetic disk into a file, pursuant to the provisions of Cabinet Office Order. In this case, the particulars recorded on the magnetic disk are deemed to reach the Cabinet Office when those particulars are recorded into the file.

The provisions of paragraph (4) of the preceding Article apply mutatis mutandis to electronic disclosure or voluntary electronic disclosure carried out pursuant to the provisions of the preceding three paragraphs.

The provisions of Article 27-30-3, paragraph (1) do not apply to a case that falls under any of the following items, if the Prime Minister gives approval:

it is found that there has been a malfunction in the computer referred to in Article 27-30-2 or there are otherwise found to be grounds specified by Cabinet Order; or

it is found to be extremely difficult for the relevant person to carry out electronic disclosure procedures using an electronic data processing system for disclosure.

The procedures for the approval referred to in the preceding paragraph are specified by Cabinet Office Order.

If a person that carries out electronic disclosure procedures or voluntary electronic disclosure has carried out those procedures using an electronic data processing system for disclosure (including if the person has carried out those procedures by submission of a magnetic disk), the person is to, notwithstanding the provisions of Article 6 (including as applied mutatis mutandis pursuant to Article 12; Article 23-12, paragraph (1); Article 24, paragraph (7); Article 24-2, paragraph (3); Article 24-4-2, paragraph (5) (including as applied mutatis mutandis pursuant to Article 24-5-2, paragraph (1)); Article 24-4-3, paragraph (2) (including as applied mutatis mutandis pursuant to Article 24-5-2, paragraph (2)); Article 24-4-4, paragraph (5); Article 24-4-5, paragraph (2); and Article 24-5, paragraph (6) (including these provisions as applied mutatis mutandis pursuant to Article 27); Article 24-6, paragraph (3); and Article 27), Article 24-7, paragraph (4) (including as applied mutatis mutandis pursuant to paragraph (6) of that Article (including as applied mutatis mutandis pursuant to Article 27) and Article 27), Article 27-3, paragraph (4) (including as applied mutatis mutandis pursuant to Article 27-8, paragraph (6) (including as applied mutatis mutandis pursuant to Article 27-13, paragraph (3)); Article 27-11, paragraph (4); Article 27-13, paragraph (3); and Article 27-22-2, paragraphs (2) and (3)), Article 27-10, paragraph (9) (including as applied mutatis mutandis pursuant to paragraph (10) of that Article) and paragraph (13) of that Article (including as applied mutatis mutandis pursuant to paragraph (14) of that Article), Article 27-22-2, paragraph (4) (including as applied mutatis mutandis pursuant to paragraph (8) of that Article), or Article 27-27 (including as applied mutatis mutandis pursuant to Article 27-29, paragraph (2)), notify a financial instruments exchange or an authorized financial instruments firms association specified by Cabinet Order of the particulars (excluding the parts that are not to be made available for public inspection pursuant to the provisions of Article 27-28, paragraph (3) (including as applied mutatis mutandis pursuant to Article 27-29, paragraph (2))) that are required to be stated in the documents set forth in the items of Article 25, paragraph (1) (including as applied mutatis mutandis pursuant to Article 27) or the documents prescribed in Article 27-14, paragraph (1) (including as applied mutatis mutandis pursuant to Article 27-22-2, paragraph (2)) or Article 27-27 (including as applied mutatis mutandis pursuant to Article 27-29, paragraph (2)) that relate to the copies of the documents that are required to be submitted or sent to them pursuant to those provisions, in lieu of those copies; provided, however, that the person may elect not to notify them of a part that is not to be made available for public inspection pursuant to the provisions of Article 25, paragraph (4) (including as applied mutatis mutandis pursuant to Article 27).

The notice under the provisions of the preceding paragraph is deemed to have been sent by a person that has carried out the electronic disclosure or voluntary electronic disclosure referred to in that paragraph at the time it is recorded in the file, and is presumed to have reached the addressee of the notice at the time that the period normally required to output it has elapsed after its recording.

If a holder of share certificates, etc. as prescribed in Article 27-27 (including as applied mutatis mutandis pursuant to Article 27-29, paragraph (2); hereinafter the same applies in this paragraph) has followed the procedure for submitting any of the documents prescribed in Article 27-27 (hereinafter referred to as the "statement of large-volume holdings, etc." in this paragraph) by using an electronic data processing system for disclosure (including the case of having followed that procedure by submitting a magnetic disk), the holder of share certificates, etc. is not required to send a copy of the relevant statement of large-volume holdings, etc. to the issuer as required under that Article.