Article 774-5Allotment of Shares of the Subsidiary Company Resulting from a Partial Share Exchange Acquired by the Parent Company Resulting from a Partial Share Exchange
第七百七十四条の五(株式交付親会社が譲り受ける株式交付子会社の株式の割当て)
The parent company resulting from a partial share exchange must designate from which offerors it will acquire shares of the subsidiary company resulting from a partial share exchange and the number of shares of the subsidiary company resulting from a partial share exchange that it will acquire from those offerors (if the subsidiary company resulting from a partial share exchange is a company with class shares, the classes of shares and the number of each class; the same applies hereinafter in this Article). In those cases, the parent company resulting from a partial share exchange may acquire a number of the shares less than the number provided in paragraph (2), item (ii) of the preceding Article to the extent that the aggregate number of the shares allocated among the offerors is not less than the minimum number provided in Article 774-3, paragraph (1), item (ii).
The parent company resulting from a partial share exchange must notify offerors regarding the number of shares of the subsidiary company resulting from a partial share exchange that it will acquire from the offerors by the day before the effective day.
Read this with the articles around it
company with class shares
「種類株式発行会社」
A stock company that issues two or more classes of shares with different terms on the matters listed in Article 108, paragraph (1), such as dividends of surplus or voting rights.
Defined inArticle 2, paragraph (1), item (xiii)· applies throughout the law
subsidiary company resulting from a partial share exchangemachine translation
「株式交付子会社」
The stock company whose shares a parent company acquires in a partial share exchange.
Defined inArticle 774-3, paragraph (1), item (i)
parent company resulting from a partial share exchangemachine translation
「株式交付親会社」
The stock company that carries out a partial share exchange, acquiring another stock company's shares in exchange for its own.
Defined inArticle 774-3, paragraph (1), item (i)
effective day
「効力発生日」
The day on which the corporate action in question takes effect, such as a share consolidation, business transfer, entity conversion, merger, company split, share exchange or partial share exchange.
Short name set inArticle 774-3, paragraph (1), item (xi)· applies only in this chapter
offerors
「申込者」
A person who has applied to transfer shares of the subsidiary to the parent company in a partial share exchange (株式交付).
Short name set inArticle 774-4, paragraph (5)· applies only in this chapter