JPN FSA Shareholders Meeting Rules


On May 28, JPN FSA proposed revisions re shareholders' meetings.


  • JPN FSA proposed revisions to Cabinet office ordinance on definitions under article 2 of financial instruments and exchange act, as well as other cabinet office ordinances.
  • Proposed Revisions
  • Revise the requirements to exempt shareholders' meetings and equity holders' meetings from collective investment scheme interests and insider trading regulations.
  • By increasing the amount of contributions per time, modifying the voting rights-based standard (formal standard) in the definition of related companies for expanded shareholders' meeting to the influence-based standard (substantive standard).
  • Adding related companies' executives to the scope of expanded shareholders' meeting.
  • Consultation Period
  • Comments shall be submitted by Jun. 27, 2024.
  • Sep. 2024 Revisions Finalized
  • On Sep. 13, 2024, JPN FSA issued two public comments received and its responses.
  • Explained that monthly contributions and contributions re third-party allotments are normally evaluated as separate contributions; contribution amount per time will be determined separately for each contribution amount, regardless of contribution date.
  • Cumulative investment contract under art. 30 para. 1 item 7, art. 59 para. 1 item 9 of the Cabinet office ordinance on restrictions on securities transactions is confined to that under art. 35 para. 1 item 7 of the Financial instruments and exchange act (FIEA).
  • Revised ordinance is promulgated on Sep. 13, 2024; to be effective from Jan. 1, 2025.
  • In Oct. 2024, JPN JSDA revised Rules for cumulative stock investments, see #230204.

Regulators JPN FSA
Entity Types B/D; Corp; Exch; Inv Co
Reference RF, FS, 9/13/2024; CP 5/28/2024; Ord 53 of 2022; Ord 49 of 2024; Ord 79 of 2024; FIEA;
Functions Compliance; C-Suite; Financial; Legal; Operations; Reporting
Countries Japan
Category
State
Products Clearing; Corporate; Equity; Fund Mgt; Securities
Regions AP
Rule Type Final
Rule Date 5/28/2024
Effective Date 1/1/2025
Rule Id 213820
Linked to Rule :230204
Reg. Last Update 9/13/2024
Report Section International

Last substantive update on 09/18/2024