Financial Instruments and Exchange Act

If the Prime Minister finds that any of the following facts have occurred (or, if the Prime Minister finds that the fact set forth in item (iv)-2 has occurred, excluding the case where an order to pay an administrative monetary penalty is not issued pursuant to the provisions of Article 172-4-2, paragraph (2)), the Prime Minister must issue a decision to commence trial procedures for a case that involves that fact:

a fact that falls under Article 172, paragraph (1) or paragraph (2) (including as applied mutatis mutandis pursuant to paragraph (4) of that Article) or paragraph (3) of that Article;

a fact that falls under Article 172-2, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (4) of that Article), paragraph (2) of that Article (including as applied mutatis mutandis pursuant to paragraph (5) of that Article), or paragraph (6) of that Article;

a fact that falls under any of the paragraphs of Article 172-3;

a fact that falls under Article 172-4, paragraph (1) or paragraph (2) (including as applied mutatis mutandis pursuant to paragraph (3) of that Article);

a fact that falls under Article 172-4-2, paragraph (1);

a fact that falls under Article 172-5;

a fact that falls under Article 172-6, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (2) of that Article);

a fact that falls under Article 172-7;

a fact that falls under Article 172-8;

a fact that falls under Article 172-9;

a fact that falls under the paragraphs of Article 172-10;

a fact that falls under Article 172-11, paragraph (1);

the fact which falls under Article 172-12, paragraph (1);

the fact which falls under Article 172-13;

the fact which falls under each paragraph of Article 172-14;

the fact which falls under Article 172-15, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (2) of that Article);

the fact which falls under Article 172-16, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (2) of that Article) or paragraph (3) (including as applied mutatis mutandis pursuant to paragraph (4) of that Article);

a fact that falls under each paragraph of Article 172-17;

a fact that falls under each paragraph of Article 172-18;

a fact that falls under Article 172-19, paragraph (1) (including as applied mutatis mutandis pursuant to paragraphs (3) and (5) of that Article) or paragraph (2) (including as applied mutatis mutandis pursuant to paragraphs (4) and (6) of that Article);

a fact that falls under Article 173, paragraph (1) (excluding that set forth in item (xiv)-2);

a fact that falls under Article 174, paragraph (1) (excluding that set forth in item (xiv)-2);

a fact that falls under Article 174-2, paragraph (1) (excluding that set forth in the following item);

a fact that falls under Article 174-2-2, paragraph (1);

a fact that falls under Article 174-3, paragraph (1); or

a fact that falls under Article 175, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (10) of that Article) or paragraph (2) of that Article;

a fact which falls under Article 175-2, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (14) of that Article) or paragraph (2) of that Article (including as applied mutatis mutandis pursuant to paragraph (15) of that Article);

a fact which falls under Article 175-3, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (12) of that Article), paragraph (2) (including as applied mutatis mutandis pursuant to paragraph (13) of that Article) or paragraph (3);

a fact which falls under Article 175-4, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (19) of that Article), paragraph (2) (including as applied mutatis mutandis pursuant to paragraph (20) of that Article) or paragraph (3) (including as applied mutatis mutandis pursuant to paragraph (21) of that Article); or

a fact which falls under Article 175-5.

Once the Prime Minister issues a decision to commence trial procedures, the Prime Minister may not decide to commence trial procedures on the grounds that a fact set forth in the item of the preceding paragraph on which that decision is based also falls under other facts set forth in the items of that paragraph.

Once five years have elapsed since the opening day of a public offering or secondary distribution of securities for which a notification under Article 4, paragraph (1) is required, the opening day of a general solicitation involving securities acquired by a qualified institutional investor for which a notification under paragraph (2) of that Article is required, or the opening day of a general solicitation, etc. involving securities acquired by a professional investor, etc. for which a notification under paragraph (3) of that Article is required, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (i) in connection with that public offering or secondary distribution, general solicitation involving securities acquired by a qualified institutional investor, or general solicitation, etc. involving securities acquired by a professional investor, etc. (limited to a fact that falls under Article 172, paragraph (1)).

Once five years have elapsed since the day on which a person prescribed in Article 15, paragraph (1) violates the provisions of Article 15, paragraph (1) (including as applied mutatis mutandis pursuant to Article 27) in causing the securities specified in that paragraph to be acquired or selling those securities through a public offering or secondary distribution, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (i) in connection with the Securities that the person causes to be acquired or sells.

Once five years have elapsed since the day on which a person prescribed in Article 15, paragraph (2) violates the provisions of Article 15, paragraph (2) (including as applied mutatis mutandis pursuant to Article 27) in selling securities through a secondary distribution without having delivered a prospectus, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (i) in connection with the securities that the person sells.

Once five years have elapsed since the day on which a person prescribed in Article 23-8, paragraph (1) violates the provisions of Article 23-8, paragraph (1) (including as applied mutatis mutandis pursuant to Article 27) in causing the securities prescribed in that paragraph to be acquired or selling those securities through a public offering or secondary distribution, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (i) in connection with the securities that the person causes to be acquired or sells.

Once five years have elapsed since the day of submission of a disclosure document for offerings prescribed in Article 172-2, paragraph (3) that contains a false statement about a material particular or that omits a statement as to a material particular that is required to be stated, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (ii) in connection with that disclosure document for offerings.

Once five years have elapsed since the opening day of a secondary distribution under a prospectus that contains a false statement about a material particular provided for in Article 172-2, paragraph (4) or lacks a statement on a material particular provided for in that paragraph that is required to be stated, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (ii) in connection with that Prospectus.

Once five years have elapsed since the day on which the issuer causes securities to be acquired or sells securities through a public offering or secondary distribution without having submitted an amended offering disclosure document, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (ii) in connection with the amended offering disclosure document (limited to a fact that falls under Article 172-2, paragraph (6)).

Once five years have elapsed since the respective due dates for the submission of an annual securities report or semiannual securities report (for the annual securities report prescribed in Article 24, paragraph (3) (including as applied mutatis mutandis pursuant to the provisions of paragraph (5) of that Article and also including as applied mutatis mutandis pursuant to Article 27), from the day on which any grounds for the submission of the annual securities report arise), the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (iii) in connection with that annual securities report or semiannual securities report.

Once five years have elapsed since the respective days of submission of an annual securities report, etc. or a semiannual securities or extraordinary report, etc. that contains a false statement about a material particular or that omits a statement as to a material particular that is required to be stated, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (iv) in connection with that annual securities report, etc. or semiannual securities or extraordinary report, etc.

Once five years have elapsed since the day on which any ground for the submission of an extraordinary report arises, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (iv) in connection with that extraordinary report (limited to the fact which falls under Article 172-4, paragraph (2), as applied mutatis mutandis pursuant to paragraph (3) of that Article).

Once seven years have elapsed since the day on which audit certification was given treating specified non-financial information to be stated in the covered disclosure document of a specified submitter, in which a statement is false or missing, as being neither false nor missing, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (iv)-2 in connection with that audit certification.

Once five years have elapsed since the day on which a purchase, etc. of share certificates, etc. or listed share certificates, etc. violates the provisions of Article 27-3, paragraph (1) (including as applied mutatis mutandis pursuant to Article 27-22-2, paragraph (2)) in being conducted without a public notice of the commencement of a tender offer having been given, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (v) in connection with that purchase, etc.

Once five years have elapsed since the day of issuance of public notice of the commencement of a tender offer, etc. which contains a false representation about a material particular or which omits a representation as to a material particular that is required to be represented, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (vi) in connection with that public notice of the commencement of a tender offer, etc.

Once five years have elapsed since the day of submission of a tender offer statement, etc. that contains a false statement about a material particular or that omits a statement as to a material particular that is required to be stated, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (vi) in connection with that tender offer statement, etc.

Once five years have elapsed since the due date for the submission of an amended tender offer statement, etc. (or, for an amended statement under Article 27-8, paragraph (2) (including as applied mutatis mutandis pursuant to Article 27-22-2, paragraph (2)) or an amended report under Article 27-8, paragraph (2) as applied mutatis mutandis pursuant to Article 27-10, paragraph (12), from the day on which any ground for the submission of any of these documents arises), the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (vi) in connection with that amended tender offer statement, etc. (limited to a fact that falls under Article 172-6, paragraph (1) as applied mutatis mutandis pursuant to paragraph (2) of that Article).

Once five years have elapsed since the due date for the submission of a statement of large-volume holdings or changes, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (vii) involving that statement of large-volume holdings or changes.

Once five years have elapsed since the day on which a person submits a statement of large-volume holdings or changes, etc. that contains a false statement about a material particular or that omits a statement as to a material particular that is required to be stated, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (viii) in connection with that statement of large-volume holdings or changes, etc.

Once five years have elapsed since the day on which a person commences a specified solicitation, etc., the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (ix) in connection with that specified solicitation, etc.

Once five years have elapsed since the day on which a person provides or discloses specified information on securities, etc. that contains a falsehood, etc., the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (x) in connection with that specified information on securities, etc. that contains a falsehood, etc.

Once five years have elapsed since the day on which a person provides or discloses information on the issuer, etc. that contains a falsehood, etc., the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (xi) in connection with that information on the issuer, etc. that contains a falsehood, etc.

When seven years have elapsed from the day when a person submitting disclosure documents, etc. prescribed in Article 172-12, paragraph (1) submitted, provided or publicly announced the fake disclosure documents, etc. prescribed in that paragraph, the Prime Minister may not issue a decision on the commencement of trial procedures concerning the facts specified in paragraph (1), item (xi)-2 related to the relevant fake disclosure documents, etc.

Once five years have elapsed since the day on which the public offering or secondary distribution of specified cryptoassets for which the publication of information on specified cryptoassets is required under the main clause of Article 27-39, paragraph (1), or the general solicitation involving specified cryptoassets acquired by a qualified institutional investor for which the publication of information on specified cryptoassets is required under the main clause of paragraph (2) of that Article, was commenced, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-3 relating to that public offering or secondary distribution of specified cryptoassets or that general solicitation involving specified cryptoassets acquired by a qualified institutional investor.

Once five years have elapsed since the day on which information on specified cryptoassets (including amended specified cryptoasset information, etc. relating to that information on specified cryptoassets) that contains false information regarding a material particular, or lacks information about a material particular that is required to be published, was published pursuant to the provisions of the main clause of Article 27-39, paragraph (1) or the main clause of paragraph (2) of that Article (for the amended specified cryptoasset information, etc., the provisions of Article 27-52 or an order under the provisions of Article 27-57, paragraph (1)), the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-4 relating to that information on specified cryptoassets.

Once five years have elapsed since the day on which the handling of the public offering or secondary distribution of specified cryptoassets prescribed in Article 27-39, paragraph (4) was commenced, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-5 (limited to the fact that falls under Article 172-15, paragraph (1)) relating to the handling of that public offering or secondary distribution of specified cryptoassets.

Once five years have elapsed since the day on which information on specified cryptoassets (including amended specified cryptoasset information, etc. relating to that information on specified cryptoassets) that contains false information regarding a material particular, or lacks information about a material particular that is required to be published, was published pursuant to the provisions of Article 27-39, paragraph (4), the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-5 (limited to the fact that falls under paragraph (1) of Article 172-15 as applied mutatis mutandis pursuant to paragraph (2) of that Article) relating to that information on specified cryptoassets.

Once five years have elapsed since the time limit by which periodic information on specified cryptoassets was to be published, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-6 (limited to the fact that falls under Article 172-16, paragraph (1)) relating to that periodic information on specified cryptoassets.

Once five years have elapsed since the day on which periodic information on specified cryptoassets or extraordinary information on specified cryptoassets (including amended specified cryptoasset information, etc. relating to that periodic information on specified cryptoassets or extraordinary information on specified cryptoassets) that contains false information regarding a material particular, or lacks information about a material particular that is required to be published, was published pursuant to the provisions of Article 27-50, paragraph (1) or Article 27-51 (for the amended specified cryptoasset information, etc., the provisions of Article 27-52 or an order under the provisions of Article 27-57, paragraph (1)), the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-6 (limited to the fact that falls under paragraph (1) of Article 172-16 as applied mutatis mutandis pursuant to paragraph (2) of that Article, or paragraph (3) of that Article as applied mutatis mutandis pursuant to paragraph (4) of that Article) relating to that periodic information on specified cryptoassets or extraordinary information on specified cryptoassets.

Once five years have elapsed since the day on which grounds arose requiring extraordinary information on specified cryptoassets to be published pursuant to the provisions of Article 27-51, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-6 (limited to the fact that falls under Article 172-16, paragraph (3)) relating to that extraordinary information on specified cryptoassets.

Once five years have elapsed since the day on which the services for purchase and sale, etc. of cryptoassets were commenced for the specified cryptoasset relating to the most recent specified cryptoasset information, etc., the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-7 (limited to the fact that falls under Article 172-17, paragraph (1)) relating to that most recent specified cryptoasset information, etc.

Once five years have elapsed since the time limit by which the initial specified cryptoasset information or the latest specified cryptoasset information, etc. was to be published, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-7 (limited to the fact that falls under Article 172-17, paragraph (2) or (3)) relating to that initial specified cryptoasset information or latest specified cryptoasset information, etc.

Once five years have elapsed since the day on which the services for purchase and sale, etc. of cryptoassets were commenced for the specified cryptoasset relating to the most recent specified cryptoasset information, etc. (including amended specified cryptoasset information, etc. relating to that most recent specified cryptoasset information, etc.) that contains false information regarding a material particular, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-8 (limited to the fact that falls under Article 172-18, paragraph (1)) relating to that most recent specified cryptoasset information, etc.

Once five years have elapsed since the day on which the initial specified cryptoasset information or the latest specified cryptoasset information, etc. (including amended specified cryptoasset information, etc. relating to that initial specified cryptoasset information or latest specified cryptoasset information, etc.) that contains false information regarding a material particular was published pursuant to the provisions of Article 27-53, paragraph (2) or (3), the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-8 (limited to the fact that falls under Article 172-18, paragraph (2) or (3)) relating to that initial specified cryptoasset information or latest specified cryptoasset information, etc.

Once five years have elapsed since the day on which the services for purchase and sale, etc. of cryptoassets were commenced for the cryptoasset prescribed in Article 172-19, paragraph (1), the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-9 (limited to the fact that falls under Article 172-19, paragraph (1)) relating to the cryptoasset information relating to that cryptoasset.

Once five years have elapsed since the day on which the services for purchase and sale, etc. of cryptoassets were commenced for the cryptoasset relating to the cryptoasset information (including amended cryptoasset information, etc. relating to that cryptoasset information) that contains false information regarding a material particular, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-9 (limited to the fact that falls under Article 172-19, paragraph (2)) relating to that cryptoasset information.

Once five years have elapsed since the day on which grounds arose requiring cryptoasset information or extraordinary cryptoasset information to be published pursuant to the provisions of Article 27-60, paragraph (2) or Article 27-61, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-9 (limited to the fact that falls under paragraph (1) of Article 172-19 as applied mutatis mutandis pursuant to paragraph (3) or (5) of that Article) relating to that cryptoasset information or extraordinary cryptoasset information.

Once five years have elapsed since the day on which cryptoasset information or extraordinary cryptoasset information (including amended cryptoasset information, etc. relating to that cryptoasset information or extraordinary cryptoasset information) that contains false information regarding a material particular was published pursuant to the provisions of Article 27-60, paragraph (2) or Article 27-61 (for the amended cryptoasset information, etc., the provisions of Article 27-62 or an order under the provisions of Article 27-65, paragraph (1)), the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xi)-9 (limited to the fact that falls under paragraph (2) of Article 172-19 as applied mutatis mutandis pursuant to paragraph (4) or (6) of that Article) relating to that cryptoasset information or extraordinary cryptoasset information.

Once five years have elapsed since the day on which the violation prescribed in Article 173, paragraph (1) (excluding the violation prescribed in Article 174-2-2, paragraph (2); the same applies in Article 185-7, paragraph (25)) ended, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xii) relating to that violation.

Once five years have elapsed since the day on which the violation prescribed in Article 174, paragraph (1) (excluding the violation prescribed in Article 174-2-2, paragraph (2); the same applies in Article 185-7, paragraph (25)) ends, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (xiii) in connection with that violation.

Once five years have elapsed since the day on which the violation prescribed in Article 174-2, paragraph (1) (excluding the violation prescribed in Article 174-2-2, paragraph (2); the same applies in Article 185-7, paragraph (25)) ended, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xiv) relating to that violation.

Once five years have elapsed since the day on which a violation prescribed in Article 174-2-2, paragraph (2) ends, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (xiv)-2 in connection with that violation.

Once five years have elapsed since the day on which the violation set forth in Article 174-3, paragraph (1) ends, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (xv) in connection with that violation.

Once five years have elapsed since the day on which a purchase and sale, etc. prescribed in Article 166, paragraph (1) is conducted, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (xvi) in connection with that purchase and sale, etc.

Once five years have elapsed since the day on which a purchase, etc. of specified share certificates, etc. or related share certificates, etc. prescribed in Article 167, paragraph (1) or a sale, etc. of share certificates, etc. prescribed in that paragraph is made, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (xvi) in connection with that purchase, etc. or sale, etc.

When five years have elapsed from the day when the violation prescribed in Article 175-2, paragraph (1) or (2) or the specified act of providing information, etc. prescribed in paragraph (14) or (15) of that Article was conducted, the Prime Minister may not issue a decision on the commencement of trial procedures concerning the facts specified in paragraph (1), item (xvii) related to the violation or the specified act of providing information, etc.

Once five years have elapsed since the day on which a purchase and sale, etc. of subject specified cryptoassets, etc. was made, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xviii) relating to that purchase and sale, etc. (limited to the fact that falls under Article 175-3, paragraph (1) (including as applied mutatis mutandis pursuant to paragraph (12) of that Article)).

Once five years have elapsed since the day on which a purchase and sale, etc. of subject cryptoassets, etc. was made, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xviii) relating to that purchase and sale, etc. (limited to the fact that falls under Article 175-3, paragraph (2) (including as applied mutatis mutandis pursuant to paragraph (13) of that Article)).

Once five years have elapsed since the day on which a sale, etc. of cryptoassets, etc. or a purchase, etc. of cryptoassets, etc. prescribed in Article 171-9, paragraph (1) was made, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xviii) relating to that sale, etc. of cryptoassets, etc. or purchase, etc. of cryptoassets, etc. (limited to the fact that falls under Article 175-3, paragraph (3)).

Once five years have elapsed since the day on which the violation prescribed in Article 175-4, paragraphs (1) through (3), or the specified act of providing information, etc. prescribed in paragraphs (19) through (21) of that Article, was conducted, the Prime Minister may not issue a decision to commence trial procedures concerning the fact set forth in paragraph (1), item (xix) related to the violation or the specified act of providing information, etc.

Once five years have elapsed since the day on which the violation, etc. prescribed in Article 175-5 ends, the Prime Minister may not issue a decision to commence trial procedures based on the occurrence of the fact set forth in paragraph (1), item (xx) in connection with that violation, etc.