①A company that seeks to become a holding company that has a bank as a subsidiary company or to incorporate such a holding company through any of the following transactions or actions, must obtain the authorization by the Prime Minister in advance:

②A company that has become a holding company that has a bank as a subsidiary company due to grounds other than a transaction or action set forth in any of the items of the preceding paragraph (hereinafter referred to as "specified holding company") must file a notification with the Prime Minister indicating that it has become a holding company that has a bank as a subsidiary company and other particulars specified by Cabinet Office Order, within three months after the end of the business year that includes the day on which the grounds arose.

③A specified holding company must take the measures that are required to be taken so that it will no longer be a holding company that has a bank as its subsidiary company by the last day of the one-year period that begins on the final day of the business year that includes the day on which the grounds referred to in the preceding paragraph arose (hereinafter referred to as the "last day of the grace period" in this paragraph and paragraph (5)); provided, however, that this does not apply if the specified holding company obtains the authorization by the Prime Minister to continue to be a holding company that has a bank as its subsidiary company even after the last day of the grace period.

④When a specified holding company ceases to be a holding company that has a bank as its subsidiary company through a measure taken under the provisions of the preceding paragraph, it must file a notification to that effect with the Prime Minster, without delay. The same applies if a specified holding company ceases to be a holding company that has a bank as its subsidiary company without taking the measure.

⑤The Prime Minister may order a company that has become a holding company which has a bank as its subsidiary company or a company that is incorporated as a holding company which has a bank as its subsidiary company through a transaction or action set forth in the items of paragraph (1) without obtaining the authorization referred to in that paragraph, or a company that remains to be a holding company which has a bank as its subsidiary company even after the last day of the grace period without obtaining the authorization referred to in the proviso to paragraph (3), to take the measures that is required to be taken so that it will no longer be a holding company that has a bank as its subsidiary company.

①When an application is filed for the authorization referred to in paragraph (1) or the proviso to paragraph (3) of the preceding Article, the Prime Minister must examine whether the following criteria are met:

②A bank holding company (excluding one established under foreign laws and regulations) must be a stock company that has the following organs:

①Unless a director (or executive officer, if a bank is a company with nominating committee, etc.) that is engaged in the day-to-day business operations of a bank holding company obtains the authorization by the Prime Minister to do so, it is prohibited for the director to engage in the day-to-day business operations of other companies.

②When an application is filed for the authorization referred to in the preceding paragraph, the Prime Minister must grant the authorization unless the Prime Minister finds that the particulars given in the application are likely to interfere with the sound and appropriate management of services at a bank that is the subsidiary company of the bank holding company.

③The following persons may not become the director, executive officer, or company auditor of a bank holding company.

④The provisions of the proviso to Article 331, paragraph (2) of the Companies Act (Qualifications of Directors) (including as applied mutatis mutandis pursuant to Article 335, paragraph (1) (Qualifications of Company Auditors) of that Act), Article 332, paragraph (2) (Directors' Terms of Office) of that Act (including as applied mutatis mutandis pursuant to Article 334, paragraph (1) (Accounting Advisors' Terms of Office) of that Act), Article 336, paragraph (2) (Company Auditors' Terms of Office) of that Act, and the proviso to Article 402, paragraph (5) (Election of Executive Officers) of that Act do not apply to a bank holding company.

⑤A bank holding company may not become the member with unlimited liability of a membership company or a member in charge of executing the business of a membership company.

The provisions of Article 52-16 apply mutatis mutandis to a holding company incorporated under foreign laws and regulations which has a bank as its subsidiary company.

①A bank holding company (limited to one that is not a subsidiary company of other banks or bank holding companies) must perform business management of a bank holding company group to which it belongs.

②A bank holding company may not perform services other than the business management of the bank holding company group to which it belongs (limited to services related to the bank holding company and its subsidiary company; the same applies in paragraph (1) of the following Article) and services incidental to business management.

③In performing its services, a bank holding company must endeavor to ensure the sound and appropriate management of services at any bank that is its subsidiary company.

④The term "business management" as used in paragraphs (1) and (2) means the following actions:

①Notwithstanding the provisions of paragraph (2) of the preceding Article, a bank holding company (limited to one that performs business management of the bank holding company group to which the bank holding company belongs; the same applies in the following paragraph) may perform services on behalf of two or more companies which are common to those companies that belong to the bank holding company group of the bank holding company (limited to cases in which they include a bank) and which are specified by Cabinet Office Order as services that, if performed by the bank holding company, contribute to the uniform and efficient management of the bank holding company group's services.

②When seeking to perform the services specified by Cabinet Office Order in the preceding paragraph, a bank holding company must obtain the authorization by the Prime Minister; provided, however, that this does not apply to minor services specified by Cabinet Office Order.

①A bank holding company, pursuant to Cabinet Office Order, must appropriately manage information on the services performed by a bank that is the subsidiary company of the bank holding company, a bank agent that has a bank which is the subsidiary company of the bank holding company as its principal bank, or the bank holding company's parent financial institution, etc. or subsidiary financial institution, etc. (services limited to the banking, bank agency services, and other services specified by Cabinet Office Order); and must develop a system for appropriately supervising the implementation status of those services and take any other necessary measures, involved in the transactions conducted by a bank that is the subsidiary company of the bank holding company, a bank agent that has a bank which is the subsidiary company of the bank holding company as its principal bank, or the bank holding company's subsidiary financial institution, etc., so that the interests of the customers connected with those services are not unjustly impaired.

②The term "parent financial institution, etc." as used in the preceding paragraph means a bank, financial instruments business operator, insurance company, or other persons engaged in financial services that are specified by Cabinet Order, which Cabinet Order prescribes as persons holding the majority of the total shareholder voting rights in the bank holding company or as having a close relationship with the bank holding company.

③The term "subsidiary financial institution, etc." as used in paragraph (1) means a bank (other than a bank that is the subsidiary company of the bank holding company), financial instruments business operator, insurance company, or other persons engaged in financial services that are specified by Cabinet Order, which Cabinet Order prescribes as persons holding the majority of the total shareholder or investor voting rights or as having a close relationship with the bank holding company.