Article 139-12Objection of the Creditors

①The creditor of an incorporated financial instruments exchange surviving an absorption-type merger may state an objection to the incorporated financial instruments exchange surviving the absorption-type merger with regard to the absorption-type merger.

②The incorporated financial instruments exchange surviving an absorption-type merger must give public notice of the following particulars in the Official Gazette, and must give an individual demand of those particulars to each of its known creditors (including the bond administrator under Article 702 of the Companies Act (simply referred to as the "bond administrator" in paragraph (8)) or the bond administration assistant provided for in Article 714-2 of that Act, if there is a bond administrator or a bond administration assistant); provided, however, that the period set forth in item (iv) may not be less than one month:

③Notwithstanding the provisions of the preceding paragraph, if the incorporated financial instruments exchange surviving an absorption-type merger gives public notice under the provisions of that paragraph in the Official Gazette as well as by the means of public notice set forth in Article 939, paragraph (1), item (ii) of the Companies Act (meaning a means of public notice as defined in Article 2, item (xxxiii) of that Act) or through an electronic public notice, pursuant to the provisions of the articles of incorporation under the provisions of Article 939, paragraph (1) of that Act, the incorporated financial instruments exchange surviving the absorption-type merger is not required to give the individual demand under the provisions of the preceding paragraph.

④If a creditor does not state an objection within the period referred to in paragraph (2), item (iv), the creditor is deemed to have accepted the absorption-type merger.

⑤If a creditor states an objection within the period referred to in paragraph (2), item (iv), the incorporated financial instruments exchange surviving the absorption-type merger must pay its debt or provide reasonable collateral to the creditor, or must deposit reasonable property with a trust company, etc. for the purpose of allowing the creditor to receive payment for the debt; provided, however, that this does not apply if the absorption-type merger is unlikely to be detrimental to the creditor.

⑥The provisions of Article 940, paragraph (1) (limited to the part that involves item (iii)) and paragraph (3) of the Companies Act apply mutatis mutandis if the incorporated financial instruments exchange surviving an absorption-type merger makes a public notice under paragraph (2) through an electronic public notice. In such a case, the necessary technical replacement of terms is specified by Cabinet Order.

⑦In order for bondholders to state an objection pursuant to the provisions of paragraph (1), they must do so pursuant to a bondholders meeting resolution. In such a case, the court may extend the period for a bondholder to state an objection, at the petition of an interested party.

⑧Notwithstanding the provisions of the preceding paragraph, a bond administrator may state an objection on behalf of a bondholder; provided, however, that this does not apply if otherwise provided for in the contract for entrustment under Article 702 of the Companies Act.

⑨The provisions of Article 868, paragraph (4); Article 870, paragraph (1) (limited to the part that involves item (viii)); the main clause of Article 871; Article 872 (limited to the part that involves item (iv)); Article 875; and Article 876 of the Companies Act apply mutatis mutandis to a case that is subject to the petition referred to in paragraph (7).