Supplementary Provisions, Article 13Transitional Measures for Granting of Subscription Rights for New Shares
第十三条（新株の引受権の付与に関する経過措置）
In applying Article 280-19, paragraph (3) of the Amended Commercial Code to a stock company that has made a resolution under Article 210-2, paragraph (2) of the Former Commercial Code (limited to a resolution on the matters set forth in item (iii) of that paragraph), the phrase "together with the number of" in that paragraph is deemed to be replaced with "and the number of shares to be transferred, relating to the resolution under paragraph (2) of Article 210-2 as it was before the amendment under Article 1 of the Act Partially Amending the Commercial Code, etc. and Other Matters (Act No. 79 of 2001) (including the case where it is deemed to remain in force pursuant to Article 3, paragraph (2) of the Supplementary Provisions of that Act) in the case provided for in item (iii) of that paragraph, which have not yet been transferred to directors or employees, together with the number of".
旧商法第二百十条ノ二第二項の決議（同項第三号に掲げる事項に関するものに限る。）をした株式会社についての新商法第二百八十条ノ十九第三項の適用については、同項中「ノ数ト併セテ」とあるのは、「及商法等の一部を改正する等の法律（平成十三年法律第七十九号）第一条ノ規定ニ依ル改正前ノ第二百十条ノ二（同法附則第三条第二項ノ規定ニ依リ仍其ノ効力ヲ有スルモノトサレタル場合ヲ含ム）第二項第三号ニ定ムル場合ニ於ケル同項ノ決議ニ係ル譲渡スベキ株式ニシテ未ダ取締役又ハ使用人ニ譲渡サザルモノノ数ト併セテ」とする。
Former Commercial Codemachine translation
「旧商法」
This Act as it stood before Act No. 79 of 2001 amended it.
Short name set inSupplementary Provisions, Article 2, paragraph (1)
Amended Commercial Codemachine translation
「新商法」
This Act as amended by Act No. 79 of 2001.
Short name set inSupplementary Provisions, Article 3, paragraph (1)
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.