Article 32. Determinations of
Matters Concerning Share Issues at Incorporation
(Compare
Article 168-2 of the former Commercial Code)
The
incorporators, at the time of incorporation of the kabushiki kaisha for the
following matters (excluding matters provided for in the articles of
incorporation) must obtain the
agreement of all the incorporators.
1. The number of shares allotted to incorporators of shares
issued at the time of incorporation.
2. The
amount of cash paid in exchange for the shares issued at the time of
incorporation of the previous item.
3. Matters
concerning the amount of paid-up-capital and legal capital surplus for the
kabushiki kaisha after incorporation.
2.In
those situations where the kabushiki kaisha which is to be established is a
kabushiki kaisha with classes of shares, when the shares to be issued at the
time of incorporation of item 1 of the previous paragraph has been determined
in the articles of incorporation based on the provisions of Article
108. (Differing
Classes of Shares),
paragraph 3, the incorporators, with the agreement of all members, must
determine the contents of the said shares to be issued at the time of
incorporation.
Disclaimer: This translation is for general reference purposes only and is provided on an “as is” basis with no warranties made whatsoever. Attorney Roderick H. Seeman (licensed in the USA) shall not be responsible for any consequences resulting from the use of this translation. Reliance must be placed on the original Japanese text of the laws. In the text of the translation article headings are added in parenthesis are not in the Japanese language original and are added only for the purposes of enhanced comprehension.
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