The directors at incorporation (referring to the directors at incorporation and company auditor at incorporation if the stock company to be incorporated is a company with company auditor; hereinafter the same applies in this Article) must investigate the following matters without delay after their election:
that, with respect to the property contributed in kind in the cases set forth in Article 33, paragraph (10), item (i) or item (ii) (if set forth in that item, limited to the securities under that item), the value specified or recorded in the articles of incorporation is reasonable;
that the verification provided for in Article 33, paragraph (10), item (iii) is appropriate;
第三十三条第十項第三号に規定する証明が相当であること。
that the performance of contributions has been fulfilled; and
出資の履行が完了していること。
that, beyond the matters set forth in the preceding three items, the procedures for the incorporation of the stock company do not violate laws and regulations or articles of incorporation.
前三号に掲げる事項のほか、株式会社の設立の手続が法令又は定款に違反していないこと。
If, as a result of the investigation pursuant to the preceding paragraph, the directors at incorporation find that there is any violation of laws and regulations or articles of incorporation or there is any inappropriate matter in a matter set forth in any item of that paragraph, directors must give notice to that effect to the incorporator;
If the stock company to be incorporated is a company with nominating committee, etc., the director at incorporation must give the representative executive officer at incorporation (referring to the representative executive officer at incorporation provided for in Article 48, paragraph (1), item (iii)) notice to the effect that the investigation under paragraph (1) has been completed, or, if the notice under the preceding paragraph has been given, notice to that effect and a description of the contents.
設立しようとする株式会社が指名委員会等設置会社である場合には、設立時取締役は、第一項の規定による調査を終了したときはその旨を、前項の規定による通知をしたときはその旨及びその内容を、設立時代表執行役（第四十八条第一項第三号に規定する設立時代表執行役をいう。）に通知しなければならない。
Read this with the articles around it
company with company auditor
「監査役設置会社」
A stock company that has a company auditor whose audit its articles of incorporation do not limit to accounting matters, or that this Act requires to have a company auditor.
Defined inArticle 2, paragraph (1), item (ix)· applies throughout the law
company with nominating committee, etc.machine translation
「指名委員会等設置会社」
A stock company with a nominating committee, an audit committee and a remuneration committee, each made up of directors.
Defined inArticle 2, paragraph (1), item (xii)· applies throughout the law
property contributed in kind
「現物出資財産等」
The property other than money that incorporators contribute, and the property the company agrees to buy once formed, as listed in the articles of incorporation under Article 28, items (i) and (ii), whose value an inspector generally has to check.
Short name set inArticle 33, paragraph (10), item (i)· applies only in this chapter
securitiescorrected by this site
「有価証券」
Securities as defined in Article 2, paragraph (1) of the Financial Instruments and Exchange Act, including rights deemed to be securities under paragraph (2) of that Article.
Defined inArticle 33, paragraph (10), item (ii)
performance of contributions
「出資の履行」
Paying in the money, or handing over the property other than money, that a person has undertaken to contribute in exchange for shares, whether at a company's incorporation or when subscribing for shares it offers.
Short name set inArticle 35, paragraph (1)· applies only in this chapter
director at incorporation
「設立時取締役」
A person who is to become a director when the stock company is formed.
Defined inArticle 38, paragraph (1)
company auditor at incorporationmachine translation
「設立時監査役」
A person who is to become a company auditor when the stock company is formed.
Defined inArticle 38, paragraph (3), item (ii)
representative executive officers at incorporation
「設立時代表執行役」
The executive officer at incorporation chosen to become representative executive officer when a company with nominating committee, etc. is formed.
Short name set inArticle 48, paragraph (1), item (iii)
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.