Article 1. In case where special accounting jointstock companies under the Enterprise Reconstruction and Reorganization Law have been designated pursuant to the provisions of Article 3 of the Elimination of Excessive Concentration of Economic Power Law, application for approval to be made under the provisions of Paragraph 1 of Article 5, Paragraph 1 of Article 20 (including Paragraph 2 of Article 21 of said Law wherein said provisions are applied mutatis mutandis) or Paragraph 1 of Article 21 of the Enterprise Reconstruction and Reorganization Law, with respect to the reorganization plan or approved reorganization plan of such special accounting joint-stock companies (hereinafter referred to as designated special accounting joint-stock companies), or approvals thereon shall be made in compliance with the substance of the final order as prescribed by the provisions of Paragraph 2 of Article 11 of the Elimination of Excessive Concentration of Economic Powers Law (hereinafter referred to as "the final order" ).
Should receivers be appointed to designated special accounting joint-stock companies in accordance with the provisions of Item 8 of Paragraph 2 of Article 7 of the Elimination of Excessive Concentration of Economic Power Law, such receivers shall supervise the Special Supervisors of designated special accounting joint-stock companies concerned with respect to matters relating to elimination of concentration of excessive economic powers which have been designated pursuant to the provisions of Article 3 of said Law.
In the case of the foregoing paragraph, the special Supervisors of designated special accounting joint-stock companies shall obtain the approval of appointed receivers concerned when they are to apply for approval in accordance with the provisions of Paragraph 1 of Article 5, Paragraph 1 of Article 20 and Paragraph 1 of Article 21 of the Enterprise Reconstruction and Reorganization Law.
The provisions of the foregoing, three paragraphs shall apply mutatis mutandis to special accounting companies under the Enterprise Reconstruction and Reorganization Law which are not joint-stock companies and which have been designated pursuant to the provisions of Article 3 of the Elimination of Excessive Concentration of Economic Power Law.
The provisions of Paragraph 1 and Paragraph 3 and the provisions of Item 1 to Item 3 of Paragraph 1 of Article 6, Paragraph 3 of Article 28, Article 29-7, Article 32, and Article 33 of the Enterprise Reconstruction and Reorganization Law shall apply mutatis mutandis to such cases where companies other than special accounting companies under said Law which have been designated pursuant to the provisions of Article 3 of the Elimination of Excessive Concentration of Economic Power Law apply for approval pursuant to the provisions of Paragraph 1 of Article 54-2 of the Enterprise Reconstruction and Reorganization Law, In this case, "Special Superivsors" as used in Paragraph 3 shall read "directors."
Article 2. With the exception of companies applied to the provisions of Paragraph 1 of the foregoing Article (including Paragraph 4 and Paragraph 5 of said Article wherein said provisions are applied mutatis mutandis) and financial institutions under the Financial Institutions Reconstruction and Reorganization Law, should companies which have been designated pursuant to the provisions of Article 3 of the Elimination of Excessive Concentration of Economic Powers Law (hereinafter referred to as "designated companies" ) stipulate, on the plan of reorganization of enterprise to be submitted in accordance with the provisions of Item 7 of Paragraph 1 of Article 7 of said Law, such matters as provided for by Item 1 to Item 4 inclusive of Paragraph 1 of Article 6 of the Enterprise Reconstruction and Reorganization Law, Item 7, Item 14, Item 18, and Item 19, (excluding matters relating to names officers and the period of service of officers referred to in Item 3 and Item 7 of said paragraph and in said items, matters relating to transfer of assets as prescribed by Paragraph 1 of Article 34 of said Law) thereof, and should approval be given by the final order of the Holding Company Liquidation Commission or should the Holding Company Liquidation Commission prepare by the final order a plan of reorganization of enterprise providing such matters with respect to designated companies in accordance with the provisions of Item 7 of Paragraph 2 of Article 7 of the Elimination of Excessive Concentration of Economic Powers Law, the provisions of Article 10, Article 13, Article 23, Paragraphs 1, 3 and 4 of Article 28, Article 29, Paragraph 2 of Article 29-(2), Article 29-5, Article 29-(7), Article 31 to Article 33 inclusive, Article 34-2, Article 34-(3), Paragraphs 1, 3 and 4 of Article 34-(4), and Article 34-(6) of the Enterprise Reconstruction and Reorganization Law shall apply mutatis mutandis to such designated companies. In this case, in these provisions, "the competent Minister" shall read' "the Holding Company Liquidation Commission," "reorganization plan" shall read "a plan of reorganization of enterprise," "approved reorganization plan" shall read "a plan of reorganization of enterprise approved or prepared by the final order," "approval as prescribed by Paragraph 1 to Paragraph 3 inclusive of Article 15" shall read "the final order to approve or to prepare a plan of reorganization of enterprise," and "day of merger of the old account and the new account as prescribed by proviso of Item 1 of Paragraph 1 of Article 36" shall read "day of registration on establishment of second companies (should there be created two or more second companies, such day as stipulated on the plan of reorganization of enterprise which has been approved or prepared by the final order, and if such stipulation is not made, the day of registration on the latest creation thereof, and in Paragraph 1 of Article 10 of said Law belonging to the new account" shall read "belonging to designated companies," "liabilities arising on the new account of special accounting joint-stock companies after the designated hour" shall read "liabilities of designated companies."
Article 3. If assets of designated special accounting joint-stock companies that are objects of preferential right, right of pledge or right of mortgage are invested or transferred to second companies pursuant to the provisions of Paragraph 1 or 2 of Article 10 of the Enterprise Reconstruction and Reorganization Law, should there be two or more second companies, preferential right, right of pledge or right or mortgage created upon assets that have been invested or transferred to one of such second companies may, if stipulated on the approved reorganization plan, be cancelled with respect to such assets, so far as the relation thereof with liabilities that have been succeeded to by another or other second companies pursuant to the provisions of Paragraph 1 of the same Article is concerned.
The provisions of the foregoing Paragraph shall apply mutatis mutandis to the relation between preferential right, right of pledge or right of mortgage created upon assets of designated special accounting joint-stock companies which are to continue to exist and liabilities that have been succeeded to by second companies and to the relation between liabilities of designated special accounting joint-stock companies which are to continue to exist and preferential right, right of pledge or right of mortgage created upon assets that have been invested or transferred to second companies.
In regard to procedures of registrations on alteration of cancellation in case of extinction of preferential right, right of pledge or right of mortgage under the foregoing two paragraphs, special stipulations may bo made by a separate other.
Article 4. Designated special accounting joint-stock companies as designated by the Holding Company Liquidation Commission shall not pay monetary obligations to creditors of such claims for the period of time after the day of such designation and before the day of the final order to approve or to prepare a plan of reorganization of enterprise;provided, however, such designated special accounting joint-stock companies shall not be exempted from liability to compensation for damages arising from arrear, if such designation is made by application from designated special accounting joint-stock companies pursuant to the provisions of the former part of Paragraph 3.
The provisions of the foregoing paragraph shall not apply to claims arising after the day of designation as provided for by the same paragraph, claims of tares or other public charges of the State, Cities, Prefectures or other public bodies, claims of Salaries or other periodic allowances, secured claims and such other obligations as may be permitted by the Holding Company Liquidation Commission.
Designation as prescribed by Paragraph 1 may be made in such cases when designated special accounting joint-stock companies deems that there is a fear of the excess of Libailities over assets or insolvency or a doubt as to the excess of Liabilities over assets or insolvency as a result of the fact that designation as prescribed by the provisions of Article 3 of the Elimination of Excessive Concentration of Economic Power Law has been made and apply to the Holding Company Liquidation Commission upon resolution of the Board of Directors. The same shall apply to such cases where any person who has claims against designated joint-stock Companies in excess of \100,000 apply for.
Designation as prescribed by Paragraph 1 shall be made by transmitting such fact in writing to such designated special accounting joint-stock companies.
Should the Holding Company Liquidation Commissions make designation as prescribed by Paragraph 1, it shall make public of such fact without delay.
Within 15 days from the day of public notice as prescribed by the foregoing paragraph, the Holding Company Liquidation Commission shall hold a hearing for interested persons.
The provisions of Paragraphs 2 and 3 of Article 9 of the Elimination of Excessive Concentration of Economic Powers Law shall apply mutatis mutandis to the hearing as prescribed by the foregoing paragraph.
On the basis of objections or opinions filed pursuant to the provisions of Paragraph 2 of Article 9 of the Elimination Excessive Concentration of Economic Powers Law which are applied mutatis mutandis under the foregoing paragraph, should the Holding Company Liquidation Commission deem that there is no fear of the excess of liabilities over assets or of insolvency or that there is no doubt as to the excess of liabilities over assets or to insolvency, it shall cancel the designation as prescribed by Paragraph 1 without delay.
The provisions of Paragraphs 4 and 5 shall apply mutatis mutandis to cancellation of designation as prescribed by the foregoing paragraph.
Article 5. Creditors who have claims of loan against designated special accounting joint-stock companies, which have arisen for business after the day of designation as prescribed by the provisions of Article 3 of the Elimination of Excessive Concentration of Economic Power Law and before the day of the final order to approve or prepare a plan of reorganization of enterprise shall have the right to receive the payment of such claims in preference to other creditors with respect to the total assets, of designated special accounting joint-stock companies concerned of second companies which succeeded to the liabilities of such claims pursuant to the provisions of Paragraph 1 of Article 10 of the Enterprise Reconstruction and Reorganization Law.
The provisions of the foregoing paragraph shall not prevent the exercise of general preferential right as provided for by the Civil Code.
Such claims with preferential right as prescribed by the provisions of Paragraph 1 shall be stipulated on the reorganization plan.
Article 6. The provisions of the foregoing three Articles shall apply mutatis mutandis to companies applied to the provisions of Paragraph 4 of Article 1 and Paragraph 1 of Article 5 wherein said provisions are applied mutatis mutandis and designated companies.
Article 7. In case where designated special accounting joint-stock companies or companies applied to the provisions of Paragraphs 4 and 5 of Article 1 wherein Paragraph 1 of the same Article is applied mutatis mutandis and/or designated companies effect registrations upon such matters as stipulated on the approved reorganization plan or upon such matters as stipulated on the plan of reorganization of enterprise which has been approved or prepared by the final order, and where decuments as prescribed by Paragraph 2 of Article 18 of the Law relating to the procedures for Noncontentions Case (including Article 186 and Paragraph 2 of Article 197 of the same Law wherein said provisions are applied mutatis mutandis), Paragraph 2 of Article 188 (including Article 101-13 of the same Law wherein said provisions are applied mutatis mutandis), Paragraph 1 of Article 190 (including Paragraph 1 of Article 198 and Article 201-(6) of the same Law wherein said provisions are applied mutatis mutandis) and Paragraph 2 of Article 197 thereof are to be attached to the application for registration concerned, the approved reorganization plan or the final order or certified copies or extracts thereof shall be attached thereto.
In case where companies as provided for by the foregoing paragraph have been dissolved pursuant to the provisions of Paragraph 3 of Article 7 of the Elimination of Excessive Concentration of Economic Power Law or Paragraph 3 of Article 7 of the Enterprise Reconstruction and Reorganization Law (including Article 52 of the same Law wherein said Provisions are applied mutatis mutandis) or Article 32 thereof (including Article 52 of the same Law wherein said provisions are applied mutatis mutandis) or Article 32 thereof (including Article 52 of the same Law and Paragraph 5 of Article 1 and Article 2 of this Law wherein said provisions are applied mutatis mutandis), matters necessary for procedure of registration shall be stipulated by a separate Order.
Article 8. Should receivers as provided for by Item 8 of Paragraph 2 of Article 7 of the Elimination of Excessive Concentration of Economic Power Law be appointed to companies as prescribed by Paragraph 1 of the foregoing Article, registration on such fact shall be made without delay. The same shall apply to such cases where the function of such appointed receivers has been extinct.
Matters required to be registered under the foregoing paragraph shall not be set up against any third party or parties before such registration has been completed.
Matters necessary for procedure of registration as prescribed by Paragraph 1 shall be stipulated by a seperate Order.
Article 9. In the case of the following items, the Special Supervisors of special accounting companies or directors of companies or other persons similar thereto who committed such offences shall be subject to a fine of not more than five thousand yen (\5,000.00);provided, however, the above shall not apply to such cases where penalty is to be imposed upon such offences:
1. When, in violation of the provisions of Paragraph 3 of Article 1 (including Paragraphs 4 and 5 of the same Article wherein said provisions are applied mutatis mutandis), they failed to obtain the approval of receivers.
2. When, in violation of the provisions of Paragraph 1 of Article 5 (including the Article 6 wherein said provisions are applied mutatis mutandis), they paid obligations.