A stock company may, by a resolution at a shareholders meeting, make the appropriation of its surplus, including, but not limited to, the disposition of loss and funding of voluntary reserves (excluding those provided for in the preceding Division and those which dispose of the property of the stock company, including, but not limited to, dividends of surplus). In these cases, the stock company must decide on the amount of relevant appropriation of surplus and other matters prescribed by Ministry of Justice Order.
株式会社は、株主総会の決議によって、損失の処理、任意積立金の積立てその他の剰余金の処分(前目に定めるもの及び剰余金の配当その他株式会社の財産を処分するものを除く。)をすることができる。この場合においては、当該剰余金の処分の額その他の法務省令で定める事項を定めなければならない。
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shareholders meeting
株主総会
The meeting of a stock company's shareholders, and the body through which they decide the company's basic matters. It elects the directors and company auditors (Companies Act, Article 329, paragraph (1)) and changes the articles of incorporation (Article 466). In a company without a board of directors it may decide any matter about the company; in one with a board, only what the Act or the articles of incorporation leave to it (Article 295). An annual shareholders meeting must be called after the end of every business year, and another may be called whenever needed (Article 296). A resolution normally passes by a majority of the votes present, with holders of a majority of the votes entitled to vote attending (Article 309, paragraph (1)).
Written by AI using Companies Act, Arts. 295, 296, 309, 329, 466 as a reference.