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In Article 268, paragraph (2), a person listed in Article 40, paragraph (1), items (ii) to (v), in Article 230, paragraph (1) other than an heir (相続人), or in Article 244-6, paragraph (1) — people who must explain matters about the bankruptcy when asked — or a person who formerly was one.
An heir, of a kind a Cabinet Order (政令) sets, of a director, employee or similar person (取締役等) of a company that granted share options eligible for the tax exemption of Article 29-2.
In Article 166, paragraph (6), item (iv)-2, a listed company's resolution of a shareholders meeting or board of directors under Article 156, paragraph (1) of the Companies Act on acquiring its own shares (including a decision of a director or executive officer under authority the board delegated), a resolution of an investment corporation's board of officers under Article 80-2, paragraph (3) of the Act on Investment Trusts and Investment Corporations on acquiring its own investment units, or a resolution or decision under equivalent foreign laws and regulations.
In Article 24-6, paragraph (1), a resolution of a shareholders meeting or board of directors under Article 156, paragraph (1) of the Companies Act (including as applied under Article 165, paragraph (3) of that Act) on acquiring the company's own shares, or a decision of a body a Cabinet Order (政令) specifies as equivalent.
A lawsuit under Article 854, paragraph (1), brought within 30 days of a shareholders' meeting by shareholders who meet the holding requirements of that paragraph, seeking the dismissal of an officer (役員) of a stock company (株式会社) who has acted dishonestly or seriously violated laws or the articles of incorporation in performing their duties, where the meeting voted down a proposal to dismiss the officer or its resolution to dismiss the officer did not take effect under Article 323.
A business adaptation (事業適応) as defined in the Act on Strengthening Industrial Competitiveness that responds to changes in international competitive conditions on reducing the environmental load of energy use, such as cutting energy consumption or using non-fossil energy sources; Articles 10-5-5 and 42-12-6 give tax relief for equipment in an approved plan for one.
In Article 24-6, paragraph (1), each month from the month in which the shareholders' meeting, board meeting or equivalent that resolved on buying the issuer's own shares ended, to the month in which the period set under Article 156, paragraph (1), item (iii) of the Companies Act, or an equivalent day a Cabinet Order (政令) sets, ends; the issuer reports its purchases for each such month.
The day from which a company must post its shareholders meeting materials online: three weeks before the meeting, or the day the notice of the meeting is sent if that is earlier.
A stock company's directors, accounting advisors, company auditors and financial auditors, in the rule that a shareholder's proposal to elect them, or to remove them, counts as one proposal however many of them it covers, against the limit of ten proposals a shareholder may put to a shareholders meeting.
中間配当
A dividend of surplus paid in money that a company with a board of directors may, if its articles of incorporation allow, pay once partway through a business year on a resolution of the board instead of the shareholders meeting.
The people chosen from among the directors at incorporation of a company with a nominating committee, etc. to be the members of its nominating committee, its audit committee and its remuneration committee when the company is incorporated.
The amount, worked out as a Ministry of Justice Order (法務省令) directs, of the obligations that a stock company surviving an absorption-type merger or succeeding to a business in an absorption-type company split takes over from the disappearing or splitting company; where it exceeds the amount of the assets taken over, a director must say so at the shareholders meeting that approves the deal.
The amount, worked out as a Ministry of Justice Order (法務省令) directs, of the assets that a stock company surviving an absorption-type merger or succeeding to a business in an absorption-type company split takes over from the disappearing or splitting company; where the obligations taken over exceed it, a director must say so at the shareholders meeting that approves the deal.
In Article 24-6, paragraph (1), the shareholders meeting, board of directors meeting or other meeting a Cabinet Order (政令) specifies at which a resolution or decision (決議等) authorizing the company to acquire its own shares was made.
最低責任限度額
The floor a shareholders meeting may not go below when it releases an officer of a stock company from liability for damages under Article 423, paragraph (1): one year's worth of what the officer receives from the company for performing their duties, worked out as a Ministry of Justice Order (法務省令) directs, multiplied by six for a representative director or representative executive officer, four for another executive director or executive officer and two for any other director, accounting advisor, company auditor or financial auditor, plus the value of any share options the officer took up from the company.
An individual who acquired a director's, etc. specified shares (取締役等の特定株式) by inheritance (not one with qualified acceptance) or bequest from a person who had the special treatment of Article 29-2 for shares acquired by exercising share options (特例適用者), other than a bequest to a public interest trust's trustee for the trust property or a universal legacy with qualified acceptance.
The amount a Cabinet Order (政令) sets as the value of a specified share (特定株式) at the moment its holder, a person to whom the stock-option special rule applies (特例適用者), leaves Japan (国外転出).
An insurance contract a stock company (株式会社) concludes with an insurer, insuring its directors, accounting advisors, company auditors, executive officers and financial auditor (役員等), under which the insurer covers the loss they may suffer from being liable for how they carried out their duties or from a claim seeking that liability, other than contracts a Ministry of Justice Order (法務省令) excludes as unlikely to seriously harm the proper performance of those duties.
旧契約
In Article 31, paragraph (2) of the supplementary provisions (附則) of Act No. 8 of 2024, a contract as referred to in Article 29-2, paragraph (1) of this Act as it stood before that Act — the contract under which a stock company grants share options (新株予約権) — made before the date that Act comes into effect (施行日).
A contract under the main clause of Article 29-2, paragraph (1) of this Act as amended by Act No. 23 of 1998, concluded before that Act came into effect between a stock company and its directors, etc., that did not set out some or all of the requirements in the items of that paragraph.