When the person set forth in Article 960, paragraph (1), item (i) or (ii) makes a false statement to or conceals facts from a court, an organizational meeting or an organizational meeting of class shareholders with regard to payment or delivery under the provisions of Article 34, paragraph (1) or Article 63, paragraph (1) or the matters set forth in the items of Article 28, the person is punished by imprisonment for not more than five years or a fine of not more than five million yen, or both.
The provisions of the preceding paragraph also apply when any one of the persons set forth in Article 960, paragraph (1), items (iii) through (v) makes a false statement to or conceals facts from a court, a shareholders meeting or a general meeting of class shareholders with regard to the matters set forth in Article 199, paragraph (1), item (iii) or Article 236, paragraph (1), item (iii).
第九百六十条第一項第三号から第五号までに掲げる者が、第百九十九条第一項第三号又は第二百三十六条第一項第三号に掲げる事項について、裁判所又は株主総会若しくは種類株主総会に対し、虚偽の申述を行い、又は事実を隠蔽したときも、前項と同様とする。
The provisions of paragraph (1) also apply when an inspector makes a false statement to or conceals facts from a court with regard to the matters set forth in the items of Article 28, Article 199, paragraph (1), item (iii) or Article 236, paragraph (1), item (iii).
検査役が、第二十八条各号、第百九十九条第一項第三号又は第二百三十六条第一項第三号に掲げる事項について、裁判所に対し、虚偽の申述を行い、又は事実を隠蔽したときも、第一項と同様とする。
The provisions of paragraph (1) also apply when a person elected pursuant to the provisions of Article 94, paragraph (1) makes a false statement to or conceals facts from an organizational meeting with regard to payment or delivery under the provisions of Article 34, paragraph (1) or Article 63, paragraph (1) or the matters set forth in the items of Article 28.
The provisions of paragraph (1) also apply when any one of the persons set forth in Article 960, paragraph (1), items (iii) through (vii) falls under any one of the following items:
第九百六十条第一項第三号から第七号までに掲げる者が、次のいずれかに該当する場合にも、第一項と同様とする。
when the person, under any name, unlawfully acquires shares of a stock company on the account of the stock company;
何人の名義をもってするかを問わず、株式会社の計算において不正にその株式を取得したとき。
when the person pays dividends of surplus in violation of the provisions of laws and regulations or the articles of incorporation; or
法令又は定款の規定に違反して、剰余金の配当をしたとき。
when the person disposes of a stock company's property for the purpose of speculative trading outside the scope of the purpose of the stock company.
株式会社の目的の範囲外において、投機取引のために株式会社の財産を処分したとき。
Read this with the articles around it
general meeting of class shareholders
「種類株主総会」
A meeting of the shareholders who hold a particular class of shares in a company with class shares.
Defined inArticle 2, paragraph (1), item (xiv)· applies throughout the law
organizational meeting
「創立総会」
The meeting of the shareholders at incorporation that the incorporators must call when a stock company is being formed with outside subscribers for its shares.
Short name set inArticle 65, paragraph (1)
organizational meeting of class shareholdersmachine translation
「種類創立総会」
A meeting of the shareholders at incorporation who hold one class of the shares issued at incorporation, whose resolution may be needed as well as the organizational meeting's.
Defined inArticle 84, paragraph (1)
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.
fine
罰金
A criminal punishment of paying money to the state, of 10,000 yen or more, or less where it is reduced (Penal Code, Article 15). It ranks below imprisonment (拘禁刑) and above penal detention (拘留) and a petty fine (科料) (Articles 9 and 10, paragraph (1)). A person who cannot pay it in full is held in a workhouse (労役場) for one day to two years, or up to three years where fines are imposed together, a period set when the sentence is passed (Article 18, paragraphs (1), (3) and (4)); not within thirty days of the sentence becoming final without the person's consent (paragraph (5)). If it is not enforced for three years after the sentence becomes final, the person is released from it by prescription (Articles 31 and 32, item (v)); the three years do not run while its execution is suspended under law or the person is abroad, and an act of execution interrupts them (Articles 33 and 34, paragraph (2)).
Written by AI using Penal Code, Arts. 9, 10, 15, 18, 31 to 34 as a reference.
imprisonment
拘禁刑
The punishment of being held in a penal institution (刑事施設), for life or for a fixed term of one month to twenty years (Penal Code, Article 12, paragraphs (1) and (2)); a fixed term can be raised to thirty years where the punishment is aggravated, or cut below one month where it is reduced (Article 14, paragraph (2)). To help the person reform and rehabilitate, they may be made to do work or given guidance (Article 12, paragraph (3)). It ranks below the death penalty and above a fine (罰金) among the principal punishments (Articles 9 and 10, paragraph (1)). It replaced imprisonment with work (懲役) and imprisonment without work (禁錮) when the Act Partially Amending the Penal Code, etc. (Act No. 67 of 2022) came into force (Act No. 67 of 2022, Article 2), and a person sentenced to either is treated, for the rules on a person's qualifications, as sentenced to imprisonment for the same term (Act No. 68 of 2022, Article 443, paragraph (1)).
Written by AI using Penal Code, Arts. 9, 10, 12, 14, Act No. 67 of 2022, Art. 2 and Act No. 68 of 2022, Art. 443 as a reference.
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.