Article 90. The Appointment of Directors

(Compare Article 183 of the former Commercial Code)

1. Notwithstanding the provisions of Article 88. (The Appointment of Establishment Directors, etc)., in those situations where, at the time of incorporation, shares of a class which can decide concerning the matters listed in Article 108. (Differing Classes of Shares), Paragraph 1, item 9 (limited to that concerning directors) are to be issued, the establishment directors, in accord with the examples provided in the articles of incorporation, concerning the matters listed in same Article, Paragraph 2, item 9 must be appointed by the vote of the general meeting of holders of classes of shares made up of establishment holders of classes of shares issued at the time of incorporation of the said class.

2. The provisions of the previous Paragraph shall apply mutatis mutandis in the situations where shares of a certain class which can decide about the matters listed in Article 108, Paragraph 1, item 9 (limited to that concerning statutory auditors) have been issued.

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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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