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 40-3-3第四十条の三の三
Prohibition of Purchase and Sale, etc. If the Provision of Information on the Status of Business Subject to Investment Is Not Ensured（出資対象事業の状況に係る情報の提供が確保されていない場合の売買等の禁止）
Article 40-3-3, paragraph (1)
With regard to rights in a lending business, etc., a financial instruments business operator, etc. must not perform the acts set forth in Article 2, paragraph (8), item (i), item (ii), or items (vii) through (ix) unless the rights are those specified by Cabinet Office Order as ones for which it is ensured, in the contract or other juridical act pertaining to those rights in a lending business, etc., that information on the status of the business subject to investment pertaining to those rights is provided to the person who holds those rights.
Prohibition of Public Offering If Information on the Status of Business Subject to Investment Has Not Been Provided（出資対象事業の状況に係る情報が提供されていない場合の募集等の禁止）
Article 40-3-4, paragraph (1)
With regard to rights in a lending business, etc., a financial instruments business operator, etc. must not perform the acts set forth in Article 2, paragraph (8), items (vii) through (ix) knowing that the information that should be provided to the person who holds those rights based on the contract or other juridical act prescribed in the preceding Article has not been provided.
Restrictions on the Purchase and Sale of Securities for Professional Investors, etc.（特定投資家等向け有価証券の売買等の制限）
Article 40-4, paragraph (1)
A financial instruments business operator, etc. must not perform any of the acts set forth in Article 2, paragraph (8), items (i) through (iv) and (x) in connection with the securities for professional investors, etc. with a general investor (meaning a person other than a professional investor, etc., a non-resident, the issuer of securities for professional investors, etc., or any other person specified by Cabinet Office Order; hereinafter the same applies in this Article); provided, however, that this does not apply in a case in which disclosure has been made (meaning a case in which disclosure has been made as prescribed in Article 4, paragraph (7); the same applies in Article 40-5, paragraph (1) and Article 66-14-2) with regard to the relevant securities for professional investors, etc., nor does it apply in a case in which the financial instruments business operator, etc. intermediates a sale for the general investor without having solicited the general investors, nor does it in any case specified by Cabinet Office Order as one in which there is little likelihood of this resulting in insufficient investor protection.
If a financial instruments business operator, etc. sells securities for professional investors, etc. in a case not falling under the category of a case in which disclosure has been made, or performs any other act specified by Cabinet Order in connection with such securities, without issuing a solicitation for acquisition or a solicitation for selling, etc., it must notify the other party to the sale or other act, pursuant to the provisions of Cabinet Office Order and with regard to the securities for professional investors, etc., that the case does not fall under the category of a case in which disclosure has been made, as well as notifying the other party of any other matters that are specified by Cabinet Office Order.
Article 40-5, paragraph (2)（特定投資家等向け有価証券に関する告知義務）Obligation to Notify in Connection with Securities for Professional Investors, etc.Changed
The first time that a financial instruments business operator, etc. receives an offer from a professional investor, etc. or non-resident (excluding, of these persons, a person set forth in Article 2, paragraph (31), items (i) through (iii); hereinafter the same applies in this paragraph) for a contract for transactions in securities for professional investors, etc. (meaning a contract for performing an act set forth in Article 2, paragraph (8), items (i) through (iv), or item (x) in connection with securities for professional investors, etc. (excluding a contract for making a purchase and sale of securities for professional investors, etc. through an act set forth in item (x) of that paragraph (limited to a purchase and sale conducted through the intermediation, brokerage, or agency of the financial instruments business operator that performs that act) or any other contract that is specified by Cabinet Office Order taking into account of the content of the contract and the features of the counterparty); hereinafter the same applies in this paragraph), the business operator, etc. must notify the professional investor, etc. or non-resident of the following particulars and deliver a document to , pursuant to the provisions of Cabinet Office Order, provide the professional investor, etc. or non-resident that stateswith information on those particulars, before concluding the contract for transactions in securities for professional investors, etc. related to the offer:
the contents of the information provided in connection with the securities for professional investors, etc., the nature of the transaction, and any other matters specified by Cabinet Office Order as material matters of which an investor must be made aware in connection with securities for professional investors, etc.; and
an indication of the risk of insufficient protection involved, if a transaction of securities for professional investors, etc. will be conducted by a person whose knowledge or experience, or the state of whose assets, makes it inappropriate for the person to do so.
Article 40-5, paragraph (3)（特定投資家等向け有価証券に関する告知義務）Obligation to Notify in Connection with Securities for Professional Investors, etc.Removed
The provisions of Article 34-2, paragraph (4) apply mutatis mutandis to the delivery of the documents set forth in the preceding paragraph.
第三十四条の二第四項の規定は、前項の規定による書面の交付について準用する。
Article 40-6第四十条の六
Prohibition of Trading Against Self（のみ行為の禁止）
Article 40-6, paragraph (1)
When a financial instruments business operator, etc. accepts entrustment of a commodity-related market derivatives transaction, etc. (meaning a commodity-related derivatives transaction, or intermediation, brokerage, or agency for the entrustment; hereinafter the same applies in this Article), the business operator, etc. must not close a transaction by becoming the counterparty without conducting commodity-related derivatives transaction, etc. in relation to that entrustment.
Obligation to Use an Electronic Data Processing System for Over-the-Counter Derivatives Transactions（店頭デリバティブ取引に関する電子情報処理組織の使用義務等）
Article 40-7, paragraph (1)
When a financial instruments business operator, etc. (limited to a financial instruments business operator, etc. that conducts over-the-counter derivatives transactions on a regular basis) conducts specified over-the-counter derivatives transactions (meaning over-the-counter derivatives transactions specified by Cabinet Office Order as transactions that require expeditious disclosure of information concerning the outline of the relevant transactions for securing fairness in the relevant transactions, in light of the transaction volume and other transaction status; the same applies in the following paragraph, Article 58-2 and Article 60-14, paragraph (1)), it must use the electronic data processing system used by the relevant financial instruments business operator, etc. for its business of over-the-counter derivatives transactions or the electronic data processing system used by another financial instruments business operator, etc. (limited to a financial instruments business operator, etc. that conducts over-the-counter derivatives transactions, etc. on a regular basis) or a business operator authorized to conduct electronic over-the-counter derivatives transactions, etc. prescribed in Article 60-14, paragraph (2) for its business of over-the-counter derivatives transactions, etc.
A person that used the electronic data processing system pursuant to the provisions of the preceding paragraph must, with regard to the specified over-the-counter derivatives transactions conducted using the relevant electronic data processing system, publicly announce the price, quantity and other outline of the transaction pursuant to the provisions of Cabinet Office Order.
A financial instruments business operator, etc. must not perform any of the following acts in connection with the investment advisory business it conducts:
金融商品取引業者等は、その行う投資助言業務に関して、次に掲げる行為をしてはならない。
Article 41-2, paragraph (1), item (i)（禁止行為）
giving advice to customers to conduct a transaction between themselves that would be detrimental to a particular customer's interests in the interest of another customer;
giving advice regarding a particular financial instrument, financial index, or option for which there is no justifiable basis, with the aim of using fluctuations in the price, indicator, figure, or amount receivable based on a customer's transaction, to benefit itself or a third party other than that customer;
giving advice to a customer to conduct a transaction under terms and conditions that are different from the ordinary terms and conditions and detrimental to the customer's interests (other than an act that falls under the act set forth in item (i));
making a purchase and sale or other transaction of securities or cryptoassets, or a derivatives transaction (hereinafter referred to as "purchase and sale or other transaction of securities"), on its own account, using information from a transaction conducted by a customer that has received its advice;
providing an economic benefit to a customer or a third party or having a third party provide an economic benefit to a customer, in order to cover the whole or part of a loss incurred by the customer due to a transaction about which the customer has received its advice, or in order to add to the profit that a customer has accrued in connection with a transaction about which the customer has received its advice (unless this is to cover the whole or part of a loss incurred due to problematic conduct); and
beyond what is set forth in the preceding items, any act specified by Cabinet Office Order as resulting in insufficient investor protection, harming the fairness of transactions, or causing a loss of confidence in the financial instruments business.
Article 41-3, paragraph (1)（有価証券の売買等の禁止）(Prohibition on the Purchase and Sale of Securities)Changed
A financial instruments business operator, etc. must not perform any of the acts set forth in Article 2, paragraph (8), items (i) through (iv), item (xviii) or item (xix), in connection with the investment advisory business it conducts, with a customer as the counterparty or on behalf of a customer; provided, however, that this does not apply if it does so as Type-Itype-I financial instruments business or cryptoasset trading business, or if it does so in a case that is specified by Cabinet Order.
Prohibition on Receiving Deposits of Money or Securities（金銭又は有価証券の預託の受入れ等の禁止）
Article 41-4, paragraph (1)
A financial instruments business operator, etc. must not, for any reason, receive a deposit of money or Securities from a customer, or have a person specified by Cabinet Order as being closely related to the financial instruments business operator, etc. deposit a customer's money or securities, in connection with the investment advisory business it conducts, unless it does so as securities, etc. management, or unless it does so in a case that is specified by Cabinet Order.
Prohibition on the Lending of Money or Securities（金銭又は有価証券の貸付け等の禁止）
Article 41-5, paragraph (1)
A financial instruments business operator, etc. must not lend money or securities to a customer or perform intermediation, brokerage, or agency for a third party's lending of money or securities to a customer in connection with the investment advisory business it conducts; provided, however, that this does not apply if a financial instruments business operator lends money or securities to a customer in the course of a margin transaction prescribed in Article 156-24, paragraph (1), or if it performs any of such acts in a case that is specified by Cabinet Order.
Subsection 3 Special Provisions on Investment Management Business第三款 投資運用業に関する特則
Article 42第四十二条
Obligation to Right Holders（権利者に対する義務）
Article 42, paragraph (1)
A financial instruments business operator, etc. must work faithfully on behalf of right holders (meaning persons prescribed in the following items in accordance with the category of business set forth in each item; hereinafter the same applies in this Subsection) in providing investment management business:
the business of performing the act specified in Article 2, paragraph (8), item (xii):the other party to the contract set forth in (a) or (b) of that item;
第二条第八項第十二号に掲げる行為を行う業務 同号イ又はロに掲げる契約の相手方
Article 42, paragraph (1), item (ii)
the business of performing the act specified in Article 2, paragraph (8), item (xiv):the person that holds the rights indicated on the securities provided for in that item or other rights specified by Cabinet Order; and
the business of performing the act specified in Article 2, paragraph (8), item (xv):the person that holds rights set forth in (a) through (c) of that item or other rights specified by Cabinet Order as prescribed in that item.
Rules made by the Cabinet to carry out the Constitution and Acts. A Cabinet Order cannot impose duties, restrict rights or set penalties unless an Act delegates that to it.