Article 27-15Prohibition on Presuming the Veracity of a Tender Offer Statement
第二十七条の十五(公開買付届出書等の真実性の認定等の禁止)
No person may deem, due to the fact that a tender offer statement, written tender offer withdrawal notice, tender offer report, target company's position statement, or tender offeror's answer has been accepted, that the Prime Minister has certified a statement contained in these documents to be true and accurate, or that the Prime Minister has certified that these documents has not omitted a statement of a material particular.
It is not permitted for the tender offeror, etc. or the target company to make a representation that is in violation of the preceding paragraph.
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(Prohibition on Presuming the Veracity of a Tender Offer Statement)
No person may deem, due to the fact that a tender offer statement, written tender offer withdrawal notice, tender offer report, target company's position statement…
何人も、公開買付届出書、公開買付撤回届出書、公開買付報告書、意見表明報告書又は対質問回答報告書の受理があつたことをもつて、内閣総理大臣が当該受理に係るこれらの書類の記載が真実かつ正確であり、又はこれらの書類のうちに重要な事項の記載が欠けていないことを認定したものとみなすことができない。
Open this provisiontender offer statementmachine translation
「公開買付届出書」
In Section 1 of Chapter 2-2, Article 197, paragraph (1), item (iii) and Article 197-2, paragraph (1), item (v), the statement, with the attachments a Cabinet Office Order (内閣府令) specifies, that a tender offeror (公開買付者) must submit to the Prime Minister on the day of its public notice of the commencement of a tender offer, stating the purchase price, the number of share certificates, etc. it plans to buy, the purchase period and its other terms, any contract to buy them outside the tender offer, and the other matters Article 27-3, paragraph (2) lists.
Short name set inArticle 27-3, paragraph (2)· applies only in this section and in Article 197, paragraph (1), item (iii); and Article 197-2, paragraph (1), item (v)
tender offeror, etc.
「公開買付者等」
In Section 1 of Chapter 2-2, a tender offeror (公開買付者), its specially related persons (特別関係者) as defined in Article 27-2, paragraph (7), and other related persons a Cabinet Order (政令) specifies.
Short name set inArticle 27-3, paragraph (3)· applies only in this section
target company
「対象者」
In the section on tender offers by persons other than the issuer and in Article 27-30-11, paragraph (4), the issuer of the share certificates, etc. (株券等) subject to a tender offer (公開買付け).
Short name set inArticle 27-10, paragraph (1)· applies only in this section and in Article 27-30-11, paragraph (4)
target company's position statement
「意見表明報告書」
The document a target company (対象者) — the issuer of the share certificates, etc. (株券等) sought in a tender offer (公開買付け) — must submit to the Prime Minister within the period a Cabinet Order (政令) sets after the public notice starting the tender offer, stating its opinion on the offer and the other matters a Cabinet Office Order (内閣府令) specifies.
Short name set inArticle 27-10, paragraph (1)
tender offeror's answer
「対質問回答報告書」
The document a tender offeror (公開買付者) must submit to the Prime Minister answering the questions the target company put to it in its position statement (意見表明報告書), or giving its reasons for not answering, with other particulars a Cabinet Office Order (内閣府令) specifies.
Short name set inArticle 27-10, paragraph (11)
written tender offer withdrawal noticemachine translation
「公開買付撤回届出書」
In Section 1 of Chapter 2-2 and Articles 197 and 197-2, the document that a person that has given public notice of, or announced, the withdrawal of its tender offer under Article 27-11, paragraph (2) must submit to the Prime Minister that day, stating what it published and other matters a Cabinet Office Order (内閣府令) specifies.
Short name set inArticle 27-11, paragraph (3)· applies only in this section and in Articles 197 and 197-2
tender offer reportmachine translation
「公開買付報告書」
In Section 1 of Chapter 2-2, Article 197, paragraph (1), item (iii) and Article 197-2, paragraph (1), item (v), the report a tender offeror (公開買付者) must submit to the Prime Minister on the day it gives public notice of, or announces, the number of share certificates, etc. tendered and other results of its tender offer, stating what it published and other matters a Cabinet Office Order (内閣府令) specifies.
Short name set inArticle 27-13, paragraph (2)· applies only in this section and in Article 197, paragraph (1), item (iii); and Article 197-2, paragraph (1), item (v)
Prime Minister
内閣総理大臣
The head of the Cabinet. Designated by the Diet from among its own members, and appointed by the Emperor on that designation (Articles 67 and 6). The Prime Minister appoints and may dismiss the other Ministers of State at will, and a majority of them must be members of the Diet (Article 68). No Minister of State can be subjected to legal action while in office without the Prime Minister's consent (Article 75).
Written by AI using Constitution, Arts. 6, 67, 68, 75 and Wikipedia: Prime Minister of Japan as a reference.