BILL OF THE RECONVERSION FINANCE BANK Chapter I. General Rules

Article 1. The object of the Reconversion Finance Bank is to supply the funds, which, though necessary for promoting the reconstruction of national economy, are found difficult to be supplied by other ordinary financial institutions. The Bank shall be a juridical person.

Article 2. The Bank shall have its principal office in Tokyo. With the approval of the Reconversion Finance Commission, the bank may have its subordinate offices wherever it deems necessary and entrust banks or other financial institutions a part of its business. Necessary matters relating to the establishment of the Reconversion Finance Commission shall be prescribed by Ordinance.

Article 3. The capital amount of the bank shall be \10,000,000,000.

Article 4. The Government shall have to invest \10,000,000,000 in the Reconversion Finance Bank. Of this capital stock the amount of \4,000,000,000 shall be paid up initially at the date of the establishment and the date and amount to be paid relating to the margin shall be determined by the Reconversion Finance Commission.

Article 5. The Bank shall have to prescribe the following in its Articles of Association. 1. Object. 2. Name. 3. Location of business offices. 4. Matters concerning capital amount and properties. 5. Matters concerning directors, and auditors. 6. Matters concerning business and its conduct. 7. Matters concerning the issue of Reconversion Finance debentures. 8. Matters concerning accounting. 9. Means of public notice. No alterations in the articles of Association shall become effective unless with the approval of the Reconversion Finance Commission.

Article 6. The Bank shall have to effect registration in accordance with the Imperial Ordinance. Matters which have to be registered in accordance with the provisions of the preceding paragraph cannot set up against a third party or parties unless the registration is duly completed.

Article 7. No income tax, corporation tax, and business tax shall be levied on the Bank. No regional tax shall be levied on the Bank by Hokkaido, Tokyo-to, other prefectures, cities, villages, etc. This rule, however, shall not be applied in cases where the Minister for Home Affairs and the Minister of Finance granted special permission because of some exceptional situations.

Article 8. In case a reason for necessitating the dissolution of the Bank arises, steps to be taken in connection therewith shall be prescribed by a separate law.

Article 9. Any person or persons other than the Bank shall not be permitted to use the name of Reconversion Finance Bank or any other name similar thereto.

Chapter II. Officers of the Bank

Article 10. The Bank shall have as its officers, one president, one vice-president, two or more directors and one or more auditors.

Article 11. The president shall represent the Bank and supervise the general affairs. The vice-president shall represent the Bank in accordance with the provisions of the articles of Association, and assist the president to administer the affairs of Bank. In case the president is absent, the vice-president shall act on behalf of the president. When the post of president is vacant, the vice-president shall exercise all the functions of the president. The directors shall represent the Bank in accordance with the provisions of the articles of Association, and assist the president and the vice-president to manage the affairs of the Bank. In case both the president and vice-president are absent, directors shall act on behalf of them and, when the posts of both the president and vice-president are vacant, they shall also exercise all their functions. The auditors shall audit the affairs of the Bank.

Article 12. The president, vice-president, directors and auditors shall be appointed by the Government on the recommendation of the Reconversion Finance Commission. The term of office of the president, vice-president, directors and auditors shall be determined by the Reconversion Finance Commission.

Article 13. The president, vice-president and directors may appoint an attorney or attorneys with full power to execute juridical act in or outside the court of justice in connection with the affairs of the principal office and the branch offices.

Article 14. The president, vice-president and directors shall not be permitted to have posts in any other business. This rule, however, shall not be applied in cases where the Reconversion Finance Commission granted exceptional permission.

Chapter III. Business.

Article 15. In order to attain the objects specified in Article 1, the Bank shall carry on the following business: 1. Accommodation of funds. 2. Guaranteeing against the liabilities. 3. Subscribing for or investing in debentures (hereinafter including bonds issued by an institution which is a juridical person formed under a special law or ordinance but is not a company). 4. Business which is incidental to transactions mentioned in the preceding numbers. The accommodation of funds prescribed in Item 1 of the preceding paragraph may be executed by delivering a promissory note drawn by the Bank or accepting a bill of exchange by the Bank. Besides the business mentioned in the preceding paragraph, the Bank may, with the approval of the Reconversion Finance Commission, undertake the business transaction which is necessary for attaining its object.

Article 16. On opening the business, the Bank shall specify the methods of its business, i. e. the terms relating to the accommodation of funds and others, with the approval of the Reconversion Finance Commission. The similar steps are to be taken in the case where alteration is to be made.

Article 17. After the lapse of three years from its establishment, the Bank cannot make new accommodation of funds, new guarantee against liabilities, new subscription for bonds or investing debentures. The period mentioned in the preceding paragraph may be shortened or prolonged with the approval of the Reconversion Finance Commission.

CHAPTER IV. Reconversion Finance Debenture.

Article 18. The Bank can issue debentures. The total amount of the debentures issued and the outstanding liabilities guaranteed by the Bank in compliance with Paragraph 1 of Article 15 cannot exceed the unpaid capital stock.

Article 19. The Bank can issue debenture temporarily despite of the regulation of Paragraph 2 of the preceding article for conversion of the old debentures or for fulfilment of liabilities guaranteed in accordance with Paragraph 1 of Article 15. In case the Bank has issued debentures in accordance with the provisions of preceding paragraph, the Bank shall redeem the old debentures equivalent to the amount of issuance or settle the said liabilities within one month after the issuance.

Article 20. The Reconversion Finance Debentures can be issued by means of discount.

Article 21. In case the Bank desires to issue the Reconversion Finance Debenture, it shall obtain the approval of the Reconversion Finance Commission.

Article 22. Extinctive prescription for the Reconversion Finance Debenture shall be 15 years on the principle and 5 years on the interest.

Article 23. Necessary matters concerning the Reconversion Finance Debentures other than those prescribed in this Law shall be prescribed by Ordinance.

Chapter V. Accounts.

Article 24. The business year of the Bank shall be from April to March of the following year.

Article 25. The Bank shall submit to the Reconversion, Finance Commission, the business schedule and estimation of expenses, for every business year by the beginning of the term for the approval. Similar steps shall be taken when some important alterations are necessary.

Article 26. The Bank shall submit to the Reconversion Finance Commission the inventory, balance sheet, loss and profit statement and statistical summary as prescribed by the Commission for every business year within two months of the end of the year.The Bank shall obtain the approval of the Commission for the above documents. In case the Reconversion Finance Commission approved pursuant to the preceding paragraph, the Commission shall submit a report to that effect and the statistical summary required by the Commission together with the inventory, balance sheet, profit and loss statement, to the competent Minister. The Bank shall make public notice of the inventory, balance sheet and loss and profit statement, which have been duly approved by the commission in accordance with Paragraph 1. The Bank shall keep the above documents in every office as well as the statistical summary referred to in Paragraph 1.

Article 27. With regard to the disposal of the surplus, the Bank shall obtain the approval of the Reconversion Financing Commission.

Chapter VI. Supervision.

Article 28. The Bank and the Commission shall be placed under the administrative supervision of the comptent Minister.

Article 29. If necessary, the competent Minister may authorize the government officials to inspect the conditions of business and property of the Reconversion Finance Bank.

Article 30. In case an officer of the Reconversion Finance Bank violates Laws and Ordinances, the Articles of Association, or commits an action harmful to the public interest, the Government can remove him.

Article 31. The competent Minister may, according to the provisions of the Imperial Ordinance, require the report as to the state of business and properties or authorize the government officials to inspect the state of business, books, documents, and other necessary matters of the following persons. 1. Persons who have been financed by the Bank. 2. Debtor, whose liabilities have been guaranteed by the Bank. 3. Issuers of the debentures subscribed for or invested in by the Bank.

Chapter VII. Punishment.

Article 32. Persons who, against the provision of the preceding article, have failed to make a report or made a false report, or who have refused, obstructed, or evaded the inspection shall be punished with penal servitude of six months or penalty not exceeding 5,000 yen. In case a representative of a juridical person, an attorney or employee of a juridical person or an individual has, with regard to the business of the said juridical person or individual, committed an offence mentioned in the first half of the preceding paragraph, the penalty mentioned in the preceding paragraph shall be imposed on the said juridical person or individual as well as on the actual offender.

Article 33. In the following cases the president, vice-president, directors or auditors shall be punished with a penality not exceeding 5,000 yen. 1. When they have neglected to obtain the approval of the Reconversion Finance Commission in case where such an approval is required by this law. 2. When they have carried on such a business transaction as is not provided for in this law. 3. When they have issued debentures or guaranteed the liabilities against Paragraph 2 of Article 18. 4. When they have not redeemed the old debentures or not settled the liabilities against Paragraph 2 of Article 19. 5. When they have refused, interrupted or evaded the inspection of the government officials under Article 29.

Article 34. In the following cases, the president, vicepresident, directors or auditors shall be punished with penalty not exceeding 2,500 yen. 1. When they have neglected to effect registration or have effected false registration against this law or the Imperial Ordinance issued under this law. 2. When they have failed to make necessary entries or have made false entries in the documents provided for in Paragraph 1 of Article 26. 3. When they have neglected to make a public notice as prescribed in Paragraph 3 of Article 26 or made a false public notice, or have failed to keep the documents provided for in the said paragraph.

Article 35. A person who has used the name of the Reconversion Finance Bank or a similar name against the provision of Article 9 shall be punished with penalty not exceeding 10,000 yen.

Supplementary Provisions:

Article 36. The date of the enforcement of this Law shall be determined by Ordinance.

Article 37. The Government shall appoint an establishment commissioners to manage matters relating to the establishment of the Bank.

Article 38. The establishment commissioners shall draw up the articles of association and obtain the approval of the Reconversion Finance Commission. When the approval mentioned in the preceding paragraph has been granted, the establishment commissioners shall without delay apply to the Government for the first payment of the investment.

Article 39. When the first payment of the investment has been effected, the establishment commissioners shall without delay transfer its business to the president of the Bank. When the president has received the transfer mentioned in the preceding paragraph, the whole of the president, vice-president, directors, and auditors shall have the establishment duly registered. The Reconversion Finance Bank shall come into existence with the registration of its establishment.

Article 40. The first business year of the Bank shall be from the date of its establishment to March, 1947, irrespective of the provision of Article 24.

Article 41. To those who have got the financial facilities of such a nature as is provided for in Article 15 from the Industrial Bank of Japan, the Reconversion Finance Bank shall advance the amount of funds equal to the balance of their indebtedness existing at the time of the enforcement of the Reconversion Finance Bank Law.

Article 42. Within six months from the date of the enforcement of the law, application of Article 9 is to be exempted to person or persons who are not the Bank but hold the name of a Reconversion Finance Bank or similar name thereto at the date of enforcement.

Article 43. Part of the Emergency Financial Measure Regulations shall be amended as follows: In Article 8 "Reconversion Finance Bank" shall be added next to "People's Rehabilitation Bank."

Article 44. Part of the Registration Tax Law shall be amended as follows: In Articie 19 Item 7 "Reconversion Finance Bank" shall be added next to "Wartime Finance Bank," "Reconversion Finance Bank Law" next to "Wartime Finance Bank Law," and in Item 18 of the same article "Reconversion Finance Bank" shall be added next to "People's Bank."

Article 45. Part of the Stamp Revenue Law shall be amended as follows: The following item shall be added next to Article 5 Item 6-11-(3). 6-11-(4) Certificates, Books relating to the business of the Reconversion Finance Bank and the Reconversion Finance Debenture.