A stock company that has made the issuance or allotment prescribed in Article 228-2 (Report on the Exercise of Share Options) of the Act, to an individual or a corporation, of share options under Article 238, paragraph (1) of the Companies Act by a resolution under Article 238, paragraph (2) (Determination of Subscription Requirements) of that Act (including the determination of subscription requirements prescribed in Article 239, paragraph (1) (Delegation of Determination of Subscription Requirements) of that Act based on delegation by a resolution under that paragraph and a resolution of the board of directors under Article 240, paragraph (1) (Special Provisions on Determination of Subscription Requirements for Public Company) of that Act; the same applies in item (iii)), of share options under Article 277 (Allotment of Share Options without Contribution) of that Act by a resolution under Article 322, paragraph (1) (General Meetings of Class Shareholders Where Detriment to Class Shareholders of Certain Class Likely) of that Act (including a provision of the articles of incorporation under paragraph (2) of that Article; the same applies in item (iii)), or of share options prescribed in Article 280-21, paragraph (1) (Resolution on Favorable Issuance of Share Options) of the Commercial Code (Act No. 48 of 1899) prior to its amendment by the provisions of Article 64 (Partial Amendment of the Commercial Code) of the Act on Arrangement of Relevant Acts Incidental to Enforcement of the Companies Act (Act No. 87 of 2005) (referred to as the "former Commercial Code" in item (iii)) by a resolution under that paragraph (all of these referred to as "share options" in this paragraph) must, pursuant to that Article, submit a report stating the following matters for each person who exercised the share options pertaining to that issuance or allotment, to the district director with jurisdiction over the location of the head office of that stock company:
個人又は法人に対し会社法第二百三十八条第二項（募集事項の決定）の決議（同法第二百三十九条第一項（募集事項の決定の委任）の決議による委任に基づく同項に規定する募集事項の決定及び同法第二百四十条第一項（公開会社における募集事項の決定の特則）の規定による取締役会の決議を含む。第三号において同じ。）により同法第二百三十八条第一項の新株予約権若しくは同法第三百二十二条第一項（ある種類の種類株主に損害を及ぼすおそれがある場合の種類株主総会）の決議（同条第二項の規定による定款の定めを含む。第三号において同じ。）により同法第二百七十七条（新株予約権無償割当て）の新株予約権又は会社法の施行に伴う関係法律の整備等に関する法律（平成十七年法律第八十七号）第六十四条（商法の一部改正）の規定による改正前の商法（明治三十二年法律第四十八号。第三号において「旧商法」という。）第二百八十条ノ二十一第一項（新株予約権の有利発行の決議）の決議により同項に規定する新株予約権（以下この項において「新株予約権」という。）の法第二百二十八条の二（新株予約権の行使に関する調書）に規定する発行又は割当てをした株式会社は、同条の規定により、その発行又は割当てに係る新株予約権の行使をした者の各人別に、次に掲げる事項を記載した調書を、当該株式会社の本店の所在地の所轄税務署長に提出しなければならない。
the name or title, domicile or place of residence, or the location of the head office or principal office, and individual number or corporate number of the person who exercised the share options (for a person who has neither an individual number nor a corporate number, the name or title and the domicile or place of residence, or the location of the head office or principal office);
the date on which the share options were exercised;
その新株予約権の行使があつた年月日
the date of the resolution under Article 238, paragraph (2) of the Companies Act or the resolution under Article 322, paragraph (1) of that Act (where there is a provision of the articles of incorporation under paragraph (2) of that Article, the resolution of the board of directors or the decision of the director that made the decision concerning the issuance or allotment of those share options), or the resolution under Article 280-21, paragraph (1) of the former Commercial Code, pertaining to the share options that were exercised;
その行使があつた新株予約権に係る会社法第二百三十八条第二項の決議若しくは同法第三百二十二条第一項の決議（同条第二項の規定による定款の定めがある場合にあつては、当該新株予約権の発行又は割当てに係る決定をした取締役会の決議又は取締役の決定）又は旧商法第二百八十条ノ二十一第一項の規定による決議をした年月日
the class and number of the shares delivered upon the exercise of the share options;
その新株予約権の行使により交付をした株式の種類及び数
the amount to be paid in connection with the issuance or allotment of the share options and the amount to be paid upon their exercise;
その新株予約権の発行又は割当てに係る払い込まれるべき額及びその行使に際して払い込まれるべき額
the value per share of the shares of the stock company on the date on which the share options were exercised;
その新株予約権の行使があつた日における当該株式会社の株式の一株当たりの価額
any other matters for reference.
その他参考となるべき事項
The form of the report prescribed in the preceding paragraph is as set out in Appended Table IX (1).
前項に規定する調書の書式は、別表第九（一）による。
Read this with the articles around it
individual numbermachine translation
「個人番号」
The individual number (the personal 'My Number') as defined in Article 2, paragraph (5) of the Act on the Use of Numbers to Identify a Specific Individual in Administrative Procedures (Act No. 27 of 2013).
Defined inArticle 1-5, paragraph (1)
corporate numbermachine translation
「法人番号」
A corporate number as defined in Article 2, paragraph (16) of the Act on the Use of Numbers to Identify a Specific Individual in Administrative Procedures.
Defined inArticle 1-5, paragraph (1)
share optionmachine translation
「新株予約権」
In Article 97-2, paragraph (1), a share option issued by a resolution under Article 238, paragraph (2) of the Companies Act or allotted without contribution under Article 277 of that Act by a resolution under Article 322, paragraph (1), or a share option issued by a resolution under Article 280-21, paragraph (1) of the former commercial law (旧商法) as it stood before Article 64 of the Act on Arrangement of Relevant Acts Incidental to Enforcement of the Companies Act (Act No. 87 of 2005) amended it.
Short name set inArticle 97-2, paragraph (1)· applies only in this paragraph
former Commercial Codemachine translation
「旧商法」
In Article 97-2, paragraph (1), the commercial law of 1899 (商法, Act No. 48 of 1899) as it stood before Article 64 of the Act on Arrangement of Relevant Acts Incidental to Enforcement of the Companies Act (Act No. 87 of 2005) amended it.
Short name set inArticle 97-2, paragraph (1)· applies only in this provision
articles of incorporation
定款
A company's own basic rules, written by its founders when it is formed: at least its purpose, its trade name, where its head office is, the value of the property contributed at incorporation and who the founders are (Companies Act, Article 27). A stock company's must be certified by a notary before it takes effect (Article 30, paragraph (1)), and can later be changed by a resolution of the shareholders meeting (Article 466). Many rules in the Act apply "unless the articles of incorporation provide otherwise", so a company's articles decide a great deal of how the Act applies to it.
Written by AI using Companies Act, Arts. 26, 27, 30, 466, 575 as a reference.
board of directors
取締役会
The body made up of all of a stock company's directors (Companies Act, Article 362, paragraph (1)). It decides how the company's business is carried out, supervises the directors, and appoints and removes the representative directors (代表取締役) (Article 362, paragraphs (2) and (3)) — except in a company with a nominating committee and the other committees (指名委員会等設置会社), where it appoints representative executive officers (代表執行役) instead (Articles 416 and 420). Some decisions, such as disposing of important assets or borrowing a large amount, it normally may not hand to the directors (Article 362, paragraph (4)). A company with an audit and supervisory committee (監査等委員会設置会社) can hand more of them to directors (Article 399-13, paragraphs (5) and (6)), and a company with the committees hands them to executive officers (執行役) rather than directors (Article 416, paragraphs (3) and (4)). A company chooses in its articles of incorporation whether to have one (Article 326, paragraph (2)), but a public company (公開会社), among others, must (Article 327, paragraph (1)): a public company is one whose articles of incorporation let at least some of its shares change hands without the company's approval (Article 2, item (v)). A company with a board must have at least three directors (Article 331, paragraph (5)).
Written by AI using Companies Act, Arts. 2, 326, 327, 331, 362, 399-13, 416, 420 as a reference.
director
取締役
An officer of a stock company, elected by the shareholders meeting (Companies Act, Article 329, paragraph (1)). Every stock company has at least one (Article 326, paragraph (1)). Where there is no board of directors, the directors run the company's business unless the articles of incorporation say otherwise (Article 348, paragraph (1)), and each of them represents it unless the company has chosen representative directors (代表取締役) or others to do that (Article 349, paragraphs (1) and (3)). Where there is a board (取締役会, board of directors), the directors are its members, and the board decides the business and normally chooses the representative directors from among them (Article 362). The term normally runs to the annual shareholders meeting for the last business year ending within two years of election (Article 332, paragraph (1)).
Written by AI using Companies Act, Arts. 326, 329, 332, 348, 349, 362 as a reference.
district director
税務署長
The head of a tax office (税務署), the local office of the National Tax Agency that deals with taxpayers in its district (Act for Establishment of the Ministry of Finance, Article 24). It is the office a person usually deals with: an income tax return is filed with a district director (Income Tax Act, Article 120, paragraph (1)), and reassessments, determinations and the collection of national tax are done by the district director for the taxpayer's current place for tax payment (Act on General Rules for National Taxes, Articles 30 and 43). A person who objects to what a district director has decided can ask that director to look at it again (再調査の請求) or go straight to the National Tax Tribunal (Article 75, paragraph (1), item (i)) — unless the notice of the decision says officials of a Regional Taxation Bureau or of the National Tax Agency investigated, in which case it counts as the regional commissioner's decision, with the same choice, or as the Commissioner of the National Tax Agency's, which can only be challenged by a request for review to the Commissioner (Article 75, paragraph (2)).
Written by AI using Act for Establishment of the Ministry of Finance, Art. 24, Act on General Rules for National Taxes, Arts. 30, 43, 75 and Income Tax Act, Art. 120 as a reference.