Chapter II Disclosure of Corporate Affairs, etc. (Articles 25 to 26-2)
The law as Act Partially Amending the Financial Instruments and Exchange Act and the Payment Services Act (Act No. 64 of 2026) leaves it, with the words it changes marked.
The main text is read a page at a time: a chapter to a page, and a long chapter in runs of articles. The whole main text, and the supplementary provisions and appended tables this amendment changes. Those it leaves untouched are on the page for the text in force.
Article 25第二十五条
Public Inspection of Registration Statements(有価証券届出書等の公衆縦覧)
Article 25, paragraph (1)(有価証券届出書等の公衆縦覧)(Public Inspection of Registration Statements)Changed
The Prime Minister must make the documents set forth in each of the following items (hereinafter referred to as "public documents" in this Article and Article 26, paragraph (1) of the following Article) available for public inspection pursuant to the provisions of Cabinet Office Order, for the period specified in the relevant item from the day on which the Prime Minister receives the public document (or for an amended statement, amended shelf registration statement, amended report, or amended confirmation letter set forth in any of the following items, the period specified in the relevant item from the day on which the Prime Minister receives the statement and accompanying documents under Article 5, paragraphs (1) and (13), the shelf registration statement and accompanying documents, annual securities report and accompanying documents, confirmation letter, internal control report and accompanying documents, semiannual securities report, extraordinary report, report on repurchase, or parent company, etc. status report subject to that amendment; for a shelf registration supplement and accompanying documents set forth in item (ii), the period specified in the relevant item from the day on which the Prime Minister receives the shelf registration statement and accompanying documents for the shelf registration under that shelf registration supplement; and for a confirmation letter set forth in item (iv) or (vii) (but only if the subject of the confirmation letter is an amended report connected with an annual securities report and accompanying documents or an amended report connected with a semiannual securities report), the period specified in the relevant item from the day on which the Prime Minister receives the annual securities report and accompanying documents or semiannual securities report that is subject to that amendment):
a shelf registration statement and accompanying documents or shelf registration supplements and accompanying documents, as well as any amended shelf registration statement connected with them:five years;
a confirmation letter under Article 24-4-2 as applied mutatis mutandis pursuant to Article 24-5-2, and any amended confirmation letter connected with it:five years;
a parent company, etc. status report and any amended report connected with it:five years.
親会社等状況報告書及びその訂正報告書 五年
Article 25, paragraph (2)(有価証券届出書等の公衆縦覧)
An issuer of securities that has submitted a document set forth in any of the items (i) through (ix) of the preceding paragraph, or an issuer of securities whose parent company, etc. has submitted the document set forth in item (x) of the preceding paragraph, must keep a copy of such document at its head office and principal branch offices, and make the document available for public inspection for the period from the day on which the document is submitted to the Prime Minister to the day on which the period set forth in the relevant item has elapsed, pursuant to the provisions of Cabinet Office Order.
Pursuant to the provisions of Cabinet Office Order, financial instruments exchanges and the authorized financial instruments firms associations specified by Cabinet Order must keep copies of the documents submitted pursuant to 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); Article 24-5, paragraph (6); and Article 24-6, paragraph (3); the same applies in paragraph (5)) and paragraph (4) of the preceding Article at their office, and make copies of the public documents available for public inspection for the period from the day on which the copies of these documents are submitted to the day on which the period specified in the relevant item of paragraph (1) has elapsed.
Notwithstanding the provisions of the preceding three paragraphs, if, due to a need to maintain the confidentiality of a trade secret, an issuer of securities that has submitted a document set forth in any of paragraph (1), items (i) through (viii), or a parent company, etc. that has submitted a document set forth in item (x) of that paragraph, files a petition with the Prime Minister for a part of the documents referred to in the preceding three paragraphs not to be made available for public inspection and the Prime Minister approves it, that part of the documents is not to be made available for public inspection.
When an issuer of securities or parent company, etc. that has obtained the approval referred to in the preceding paragraph sends a copy of a Public document to a subsidiary company submitting annual securities reports or submits a copy of such documents to a financial instruments exchange or to an authorized financial instruments firms association specified by Cabinet Order pursuant to Article 6 or paragraph (4) of the preceding Article, before sending or submitting the copy of such documents, it may remove or delete from them the part that, pursuant to the preceding paragraph, it has been decided will not be made available for public inspection.
Notwithstanding the provisions of paragraph (1), if the Prime Minister issues any of the following dispositions, the Prime Minister may decide that all or part of the public documents that are connected with the disposition are not to be made available for public inspection:
an order to submit an amended shelf registration statement under Article 23-9, paragraph (1) or Article 23-10, paragraph (1), or under Article 23-10, paragraph (1) as applied mutatis mutandis pursuant to Article 23-10, paragraph (5);
an order to submit an amended report under Article 9, paragraph (1) or Article 10, paragraph (1) as applied mutatis mutandis pursuant to Article 24-2, paragraph (1); Article 24-4-5, paragraph (1); Article 24-5, paragraph (5); Article 24-6, paragraph (2); or paragraph (3) of the preceding Article (including as applied mutatis mutandis pursuant to paragraph (6) of that Article); or
an order to submit an amended confirmation letter under Article 9, paragraph (1) or Article 10, paragraph (1) as applied mutatis mutandis pursuant to Article 24-4-3, paragraph (1).
In the case referred to in the preceding paragraph, the Prime Minister is to notify a person that makes copies of public documents available for public inspection pursuant to paragraph (2) (or the person submitting such public documents and the person that makes copies of them available for public inspection, if the public documents comprise a parent company, etc. status report or an amended report in connection with one; such a person is referred to as the "submitter, etc." in the following paragraph), as well as the financial instruments exchange or the authorized financial instruments firms association specified by Cabinet Order which is referred to in paragraph (3), which makes copies of those public documents available for public inspection pursuant to the provisions of paragraph (3), that the Prime Minister has decided that all or part of those public documents will not be made available for public inspection.
If the submitter, etc. or a financial instruments exchange or authorized financial instruments firms association has been notified by the Prime Minister pursuant to the provisions of the preceding paragraph, the provisions of paragraphs (2) and (3) do not apply thereafter to the copies of the public documents for which the notice was made.
Article 25-2, paragraph (1)(通知書の公衆縦覧)Public Inspection of Written NoticesAdded
When a written notice prescribed in Article 4, paragraph (6) (including as applied mutatis mutandis pursuant to Article 23-8, paragraph (4)) (limited to a written notice pertaining to a public offering or secondary distribution of securities that is specified by Cabinet Office Order and whose total issue value or total distribution value is less than 500 million yen; hereinafter the same applies in this paragraph) is submitted to the Prime Minister, the Prime Minister must, pursuant to the provisions of Cabinet Office Order, make the written notice available for public inspection until the day on which one year elapses from the day on which the written notice was received.
Article 25-2, paragraph (2)(通知書の公衆縦覧)Public Inspection of Written NoticesAdded
If the issuer of securities that has submitted the written notice prescribed in the preceding paragraph applies to the Prime Minister for part of the written notice not to be made available for public inspection because of the need to maintain business secrecy, and the Prime Minister approves the application, that part is not to be made available for public inspection, notwithstanding the provisions of that paragraph.
Collection of Reports and Inspection of a Person Submitting a Securities Registration Statement(届出者等に対する報告の徴取及び検査)
Article 26, paragraph (1)
When the Prime Minister finds it to be necessary and appropriate in the public interest or for the protection of investors, the Prime Minister may order a person that has submitted public documents, a person that is found to be required to submit such documents, an underwriter of securities, or any other concerned party or witnesses, to submit reports or materials that should serve as a reference, and may have the relevant officials inspect that person's books, documents, and any other articles.
When the Prime Minister finds it necessary with regard to the order for report or submission of materials or the inspection under the preceding paragraph, the Prime Minister may make inquiries to public offices or public or private organizations and request them to report necessary matters.
Article 26-2, paragraph (1)(財務諸表の用語、様式及び作成方法)Terms, Forms, and Preparation Methods for Financial StatementsAdded
A balance sheet, profit and loss statement, or other documents related to financial accounting to be stated in a statement under Article 5, paragraph (1) (including its amended statement), an annual securities report (including its amended report), or any other document specified by Cabinet Office Order must be prepared in conformity with the terms, forms, and preparation methods that the Prime Minister prescribes in Cabinet Office Order in accordance with the manner generally accepted as fair and proper.