I hereby give My Sanction to the Enforcement Ordinance for the Commercial and Industrial Co-operative Union Law and cause the same to be promulgated.
Signed: HIROHITO, Seal of the Emperor
This twenty-ninth day of the eleventh month of the twenty-first year of Showa (November 29, 1946)
Countersigned: Prime Minister YOSHIDA Shigeru
Minister of Agriculture and Forestry WADA Hiroo
Minister of Commerce and Industry HOSHIJIMA Niro
Minister of Transportation HIRATSUKA Tsunejiro
Minister of Finance ISHIBASHI Tanzan
Imperial Ordinance No. 582
Enforcement Ordinance for the Commercial and Industrial Co-operative Union Law
Chapter I
Commercial and Industrial Co-operative Union Article 1.
The Commercial and Industrial Co-operative Union (hereinafter called the Union) may make the apportionment of a surplus money in proportion to the amount of shares paid up by the Union member or the amount of commodities or the value and any other quantities in enterprise dealt with thereby.The surplus money to be divided for a share or shares paid up shall be used to make a payment thereof until after the Union member completes a payment of his share or shares.
The amount to be divided from a surplus money for a share or shares paid up shall not exceed the rate fixed by order.
Article 2. The Union, according to the provisions of the Articles of Incorporation, may dispose of a surplus money by virtue of any method except the apportionment.
Article 3. A share or shares of any Union member who withdraws from the Union shall be fixed based upon the value of the Union assets at the end of every business year during which the withdrawal happens.
Article 4. A refund of a share or shares of the Union member shall be made within three (3) months from the end of every business year.
Article 5. In case the Union, at the computation of a share or shares of the Union member cannot fully redeem its liabilities with the assets thereof, it may, according to the provisions of the Articles of Incorporation, demand the Union member who already withdrew from the Union to pay up the loss to be borne upon himself.
Article 6. The right of claim as mentioned in par. 2 of Article 48, the Commercial and Industrial Union Law (hereinafter called the Law) and the right of claim in the preceding Article shall be cancelled by prescription, if they are not exercised during two (2) years.
Article 7. The Union may suspend the repayment of a share or shares of the Union member, who withdrew therefrom, until after he fully redeems his liabilities to the Union.
Article 8. The registration of establishment of the Union shall be made at the seat of its main office within two (2) weeks from the day when the first payment of a share or shares was made.
The registration of establishment shall include the following matters:
5. Names and Addresses of directors and auditors.
6. Value per share, method of its payment and total number of shares and total amount of paid up shares.
7. Means of public notification.
8. Term or reasons, in case operational term or reasons for dissolution has been decided.
The Union shall register the matters as mentioned in the preceding paragraph at the seat of its branch office within two (2) weeks from the day when the registration of establishment was made.
Article 9. The Union, if it established a branch office after the organization thereof, shall register the establishment of the branch office at the seat of its main office within two (2) weeks and it shall register the matters as mentioned in par. 2 of the preceding Article at the seat of the same branch office within three (3) weeks and also it shall register the establishment of the branch office at the seats of other branch offices within the same period.
In case a new branch office is established within the boundary of jurisdiction of a registry office holding under its authority the seat of the main office or the other branch office, only the registration of its establishment will be sufficient.
Article 10. In case the Union removes its main office, it shall make the registration of removal at the former seat within two (2) weeks and shall register the matters as mentioned in par. 2 of Article 8 at the new seat within three (3) weeks;
in case it removes its branch office, it shall make the registration of removal at the former seat within three (3) weeks and shall register the matters as mentioned in the same paragraph at the new seat within four (4) weeks.In case the main office or the branch office is removed within the boundary of jurisdiction of the same registry office, only registration of its removal will be sufficient.
Article 11. In case any alteration is made in the matters as prescribed in par. 2 of Article 8, the registration of alteration shall be made at the seat of the main office within two (2) weeks and at the seat of the branch office within three (3) weeks, provided that the registration of alteration of a total number of shares and a total amount of shares paid up as mentioned in item 6 of the same paragraph may be made as of the close of every business year at the seat of the main office within four (4) weeks and at the seat of the branch office within five (5) weeks after the lapse of every business year.
Article 12. In case the Union is dissolved, the registration of dissolution shall be made except in cases of amalgamation and bankruptcy at the seat of the main office within two (2) weeks and at the seat of the branch office within three (3) weeks.
Article 13. In case an amalgamation happens in connection with Unions, the registration of alteration as regards the Union continuing to exist after amalgamation, the registration of dissolution as regards the Union dissolved by amalgamation and the registration of the matters as prescribed in par. 2 of Article 8 as regards the Union established by amalgamation shall be made at the seat of the main office within two (2) weeks and at the seat of the branch office within three (3) weeks.
Article 14. The Union shall, within two (2) weeks at the seat of the principal office and within three (3) weeks at the seat of each branch office from the time when a liquidator assumes office, effect registration of the full name and address of the liquidator.
The provisions in the main sentence of Article 11 shall with necessary modifications apply to the registration referred to in the preceding paragraph.
Article 15. When the liquidation has been completed, the registration of completion of the liquidation shall be effected within two (2) weeks at the seat of the principal office and within three (3) weeks at the seat of each branch office from the time when the liquidation has been completed.
Article 16. With regard to the registration of the Union, a district court or its subordinate office having jurisdiction over the locality in which the office of the Union is situated shall be the jurisdictional registry office of the Union.
Each registry office shall prepare a register of the Commercial and Industrial Co-operative Union.
Article 17. The establishment of the Union shall be registered upon the joint application of all the directors and auditors.
A letter of application as referred to in the preceding paragraph shall be accompanied with a letter stating the Articles of Incorporation and total numbers of contribution and also a letter certifying completion of the first payment of contribution.
A letter of application for the registration of establishment by merger shall be accompanied, beside the letters mentioned in the preceding paragraph, with a letter stating that the notice has been made according to the provisions of par. 2 of Article 44 of the Law as applied mutatis mutandis in par. 2 of Article 55 of the Law and a letter certifying that in case there is an obligee insisting objections according to the provisions of par. 2 of Article 45 of the Law as applied mutatis mutandis in Article 55, par. 2 of the Law, due performance has been effected or adequate security has been furnished with him.
Article 18. The registration provided in par. 3 of Article 8 of the Law shall be effected upon the application by the directors.
Article 19. The registration of establishment of new office of the Union, removal of the office of the Union or alterations in the matters mentioned in the par. 2 of Article 8 shall be effected upon the application of the directors or the liquidator.
A letter of application for the registration mentioned in the preceding paragraph shall be accompanied with a letter certifying establishment of new office or alteration of the matters to be registered.
A letter of application for registration of alteration by merger or decrease of the value of each contribution shall, besides the letter mentioned in the preceding paragraph, be accompanied with a letter certifying that the notice as provided in par. 2 of Article 44 of the Law (including the case in which the same provision apply mutatis mutandis to the Law, par. 2 of Article 55) has been made and that in case there is an obligee insisting upon objections according to the provisions of par. 2 of Article 45 of the Law (including the case in which the same provision apply mutatis mutandis to the Law, par. 2 of Article 55) due performance has been effected to him or adequate security has been furnished with him.
Article 20. The registration of dissolution as provided in Article 12 shall, with an exception of the cases as provided in the paragraph 3, be effected upon the application by the liquidator.
A letter of application for the registration mentioned in the preceding paragraph shall be accompanied with a letter certifying reasons for dissolution.
The registration of dissolution, in case the dissolution has been ordered by the administrative authority, shall be effected by the commission of the said administrative authorities.
Article 21. The registration of dissolution as provided in Article 13 shall be effected, upon the application of the directors of the Union which is to cease to exist by merger.
The provisions of par. 3 of Article 17 and par. 2 of the preceding Article shall with necessary modifications apply to the application mentioned in the preceding paragraph.
Article 22. The registration provided in Article 14 shall be effected upon the application of the liquidator.
A letter of application for the registration as provided in par. 1 of Article 14 shall, in case the director is not a liquidator, be accompanied with a letter certifying liquidatorship.
A letter of application for the registration as provided in par. 2 of Article 14 shall be accompanied with a letter certifying alteration in the matters to be registered.
Article 23. The registration of completion of liquidation of the Union shall be effected upon the application by the liquidator.
A letter of application for the registration in the preceding paragraph shall be accompanied with a letter certifying that an approval for the statements of account and other matters has been given to the liquidator in accordance with the provisions of Article 62 of the Law.
Article 24. As regards matters to be registered and particularly requesting an approval from the administrative authority the term of registration shall be computated as from the day following acceptance of a letter of its approval.
Article 25. Public notice of the registered matters shall be issued by the court without delay.
Article 26. The provisions of Article 141 to 151-(6) inclusive and 154 to 157 inclusive of the Non-litigant Case Procedure Law shall apply to the registration of the Union with necessary modifications.
Chapter II The Central Association of Commercial and Industrial Co-operative Unions
Article 27. In cases the Central Association of Commercial and Industrial Co-operative Unions (hereinafter to be called the Central Association) carries out the business of inspection as provided in Article 69 of the Law inspectors shall be appointed and the following matters shall be resolved.
1. Inspection program for each business year.
2. Regulations concerning the inspection.
3. Service regulations concerning the inspectors of the Commercial and Industrial Co-operative Union.
All of the matters mentioned in the preceding paragraph and appointment or dismissal of the inspectors of the Commercial and Industrial Co-operative Union shall be subject to the approval of the administrative authorities. This will also apply to case where the matters mentioned in each item of the preceding paragraph will be amended or abolished.
Article 28. The administrative authorities may, in case it is deemed necessary in their supervision, order the Central Association to relieve the inspectors of the Commercial and Industrial Co-operative, Union from their post.
Article 29. The Inspector of the Commercial and Industrial Co-operative Union may inspect money, articles, documents and papers, equipment and other matters on attending himself at offices, places of business, factories, places of works, etc. of Commercial and Industrial Co-operative Union that belongs to the Central Association.
In case the Central Association sends an inspector of Commercial and Industrial Co-operative Union for inspection, an identity card shall be carried by him.
The Inspector of Commercial and Industrial Co-operative Union shall show the aforementioned identity card when asked by a person concerned.
Article 30. The Inspector of Commercial and Industrial Co-operative Union or a person or persons who once served in the same service shall not disclose any business secrets of a juridical person or an individual, learned in the course of performing one's duties.
Article 31. The Central Association shall deliver inspection certificates to the Union which has undergone inspection by the inspector of the Commercial and Industrial Co-operative Union.
Article 32. The Registration of establishment of Central Union shall be carried out within two (2) weeks of the approval of its establishment at the seat of its main office.
The registration of establishment shall contain following items:
4. Names and Addresses of President, Directors and Auditors
5. Means of Public Notification
6. Time or Reasons, in case time of its existence or reason for dissolution has been decided.
Article 33. The provisions of paragraph 3 of Article 8, Articles 9 to 12 inclusive (excepting provisions of the proviso of Article 11), Articles 14 to 16 inclusive paragraph 1 and paragraph 2 of Article 17, Article 18, paragraph 1 and paragraph 2 of Article 19, Article 20, and Articles 22 to 26 inclusive (excepting the provisions of Article 141 of the Non-litigant Case Procedure Law applied mutatis mutandis to Article 26) shall be applied mutatis mutandis to the Central Association, provided that the terms "preceding paragraph" in paragraph 3 of Article 8, "paragraph 2 of the preceding Article" in paragraph 1 of Article 9 or "paragraph 2 of Article 8" in paragraph 1 of Article 10, paragraph 1 of Article 11 and Article 19, shall read "paragraph 2 of Article 32," and the terms "Register of Commercial and Industrial Co-operative Union" in paragraph 2 of Article 16 shall read "Register of Central Association of Commercial and Industrial Co-operative Union."
Chapter III Miscellaneous Provisions
Article 34. The Competent Minister, upon deliberation with the Minister of Finance shall perform the matters concerning the loan for business funds or the receiving of savings executed by the Union in accordance with the provisions of paragraph 2 of Article 12 of the Law and the case in which the Union issues the exchange certificate in accordance with the provisions of Article 13 of the Law, among duties stipulated in the Law as the duties of the Competent Minister.
Article 35. The Competent Minister, upon deliberation with the Minister of Transportation, shall perform the matters concerning the case in which the Union issues the warrant, in accordance with the provisions of Article 17 of the Law, among duties stipulated in the Law as the duties of the Competent Minister.
Article 36. The Minister of Commerce and Industry shall perform the matters concerning the Central Association among duties stipulated in the Law and this Imperial Ordinance as duties of the Government Administrative Office.
Supplementary Provisions:
Article 37. The present Ordinance shall come into force as from the day of enforcement of the Law.
Article 38. The Enforcement Ordinance for the Commercial and Industrial Union Law (hereafter called ex-Ordinance) shall hereby be abolished. Provided that the ex-Ordinance shall return its effect within the extent it is applied mutatis mutandis by any other Law or Ordinance.
Article 39. In regard to the Control Association and the Central Association of Commercial and Industrial Union mentioned in paragraph 1 of Article 75 of the Law, the ex-Ordinance shall retain its effect in spite of the provisions of the preceding Article.
Article 40. The registration of dissolution of the Control Association and the Central Association of the Commercial and Industrial Union that are to be dissolved pursuant to the provision of paragraph 4 of Article 75 of the Law shall be performed on liquidators' application.
Article 41. Items, that are registered in the register of the Facilities Association pursuant to the Commercial and Industrial Union Law, shall be deemed as to have been registered in the register of the Commercial and Industrial Co-operative Union in accordance with the Law and this Ordinance on the day of enforcement of the present Imperial Ordinance.
Article 42. The registration in regard to a Facilities Association recorded in the register and regarded as a Commercial and Industrial Co-operative Union established by the Law in accordance with the provisions of paragraph 1 of Article 76 of the Law shall be effected in the register of the Facilities Association.
In case registration of alteration due to the alteration of the Articles of Association in accordance with the provision of paragraph 3 of Article 76 of the Law has been made in regard to the aforementioned association, the registration official shall, on his authority transfer the registration in the register to the register of the Commercial and Industrial Co-operative Union.