Article 39Prohibition on Compensation of Loss

一making an offer or promise, or having a third party make an offer or promise, in connection with a purchase and sale or other transaction of securities (excluding a purchase and sale with a repurchase requirement and a predetermined repurchase price, and other transactions specified by Cabinet Order) or a derivatives transaction (hereinafter collectively referred to as a "purchase and sale or other transaction of securities, etc." in this Article), to a customer or to a person designated by the customer, that in the event that the customer (if a trust company, etc. (meaning a trust company or a financial institution that has obtained the authorization referred to in Article 1, paragraph (1) of the Act on Engagement in Trust Business by a Financial Institution; the same applies hereinafter) conducts the purchase and sale of securities or a derivatives transaction on the account of a person that establishes a trust based a trust contract, this includes the person that establishes the trust; hereinafter the same applies in this Article) incurs a loss from the securities or derivatives transaction (hereinafter collectively referred to as "securities, etc." in this Article), or in the event that a predetermined amount of profit does not accrue from those securities, etc., the financial instruments business operator, etc. or a third party will cover the whole or part of the loss or provide the customer or a third party with an economic benefit to supplement its profits;

二making an offer or promise, or having a third party make an offer or promise, in connection with a purchase and sale or other transaction of securities, etc., to a customer or to a person designated by the customer, that the financial instruments business operator, etc. or a third party will cover the whole or part of a loss that the customer has incurred in connection with the relevant securities, etc., or will add to the profits that the customer has accrued in connection with those securities, etc.; and

三providing an economic benefit to a customer or third party, or having a third party provide an economic benefit to a customer or third party, in connection with a purchase and sale or other transaction of securities, etc., in order to cover the whole or part of a loss that the customer has incurred in connection with the relevant securities, etc., or in order to add to the profit that the customer has accrued in connection with those securities, etc.

一being party to, or having a third party be party to, the promise referred to in item (i) of the preceding paragraph (but only if that promise is based on a request that the customer makes personally or has a third party make), with the financial instruments business operator, etc. or a third party, in connection with a purchase and sale or other transaction of securities, etc.;

二being party to, or having a third party be party to, the promise referred to in item (ii) of the preceding paragraph (but only if that promise is based on a request that the customer makes personally or has a third party make), with the financial instruments business operator, etc. or a third party in connection with a purchase and sale or other transaction of securities, etc.; and

三receiving an economic benefit that is provided as referred to in item (iii) of the preceding paragraph or having a third party receive such an economic benefit (but only if this is based on a promise referred to in any of the preceding two items, if that promise is based on a request that the customer makes personally or has a third party make, and if the economic benefit is provided based on a request that the customer makes personally or has a third party make) from a financial instruments business operator, etc. or a third party, in connection with a purchase and sale or other transaction of securities, etc.