Law for Partial Amendments to the Insurance Business Law
法令番号: 法律第215号
公布年月日: 昭和26年6月8日
法令の形式: 法律

審議経過

I hereby promulgate the Law for Partial Amendments to the Insurance Business Law.
Signed:HIROHITO, Seal of the Emperor
This eighth day of the sixth month of the twenty-sixth year of Showa (June 8, 1951)
Prime Minister　YOSHIDA Shigeru
Law No.215
Law for Partial Amendments to the Insurance Business Law
The Insurance Business Law (Law No.41 of 1939) shall be partially amended as follows:
In Article 1 paragraph 1, "(including a business which promises the debtor to indemnify the damage of the creditor which may arise in regard to the performance of obligation under contracts of sale, employment, work or others and receives rewards therefor from the debtor;hereinafter the same)" shall be added next to "Insurance business" .
Next to Article 13, the following one Article shall be added:
Article 13-(2).　A joint-stock company which carries on insurance business shall not be permitted to issue non-par value stocks.
In Article 31, "of the first paragraph of Article 208" shall be amended as "of Article 208" .
In Article 36 paragraph 2, "the second paragraph of Article 171," shall be deleted.
In Article 39 paragraph 1, "of the first installment" shall be deleted;in paragraph 3 of the same Article, "the third and fourth paragraphs of Article 239, Article 240" and "and Articles 247 to 253" shall be amended respectively as "the third and fifth paragraphs of Article 239, the second paragraph of Article 240" and "Articles 247 to 250 inclusive, Articles 252 and 253" .
Article 40 paragraph 2 items 4 and 5 shall be amended as follows:
4.　The name of the representing director:
5.　The provisions as to representation of the company in cases where two or more representing directors are jointly to represent the company.
Article 41 shall be amended as follows:
Article 41.　The provisions of Article 57 of this Law and the fourth paragraph of Article 266 of the Commercial Code shall correspondingly apply to promotors of a mutual company.
In Article 42, "Article 57 to" , "the second paragraph of Article 166" and "196" shall be amended respectively as "Articles 57 to 59 inclusive," "the third paragraph of Article 166" and "195" ;and the proviso to the same Article shall be deleted.
In Article 53 paragraph 1, "one-tenth" shall be amended as "three-hundredths" .
Articles 54 and 55 shall be amended as follows:
Article 54.　The provisions of Article 230-(2), Article 231, the first and second paragraphs of Article 232, Article 233, the first paragraph of Article 234, Article 235, Article 238, the first and third to fifth paragraphs of Article 239, the second paragraph of Article 240, Article 243, Article 244, Articles 246 to 250 inclusive, Article 252 and Article 253 of the Commercial Code shall correspondingly apply to a general meeting of members of a mutual company. However, "the shareholders present who hold shares representing more than one-half of the total number of the issued shares" in the first paragraph of Article 239 of the Commercial Code, and "Article 343" in the first paragraph of Article 245 applied correspondingly in Article 246 and in the first paragraph of Article 247, of the same Code shall be construed to mean "the members present representing not less than one-half of the whole member" and "the second paragraph of Article 39 of the Insurance Business Law" respectively.
Article 55.　Deleted.
In Article 56 paragraph 1, "and the directors meeting" shall be added next to "the general meeting" ;and in paragraph 2 of the same Article, "or a copy" shall be added next to "an inspection" .
Articles 57 to 62 inclusive shall be amended as follows:
Article 57.　The members representing not less than three-hundredths of the whole memberships may demand, in writing, the company to bring an action to call the director to responsibility.
The provisions of the second to fifth paragraphs of Article 267 and Articles 268 to 268-(3) of the Commercial Code shall correspondingly apply to the action of the preceding paragraph calling the directors to responsibility.
Article 58.　Deleted.
Article 59.　Deleted.
Article 60.　The provisions of the first and third paragraphs of Article 254, Articles 254-(2) to 256 inclusive, the first, third and fourth paragraphs of Article 257, Articles 258 to 262 inclusive, Articles 265 to 266-(3) inclusive and Articles 269 to 272 inclusive of the Commercial Code shall correspondingly apply to the directors of a mutual company. However, "any shareholder who holds shares representing not less than three-hundredths of the total number of the issued shares continuously for the last six months" in the third paragraph of Article 257 of the Commercial Code, "the first paragraph of Article 290" in the first item of the first paragraph of Article 266 of the same Code, "a majority of two-thirds of the total number of the issued shares" in the fifth paragraph of Article 266 of the same Code and "the shareholder who has held a share continuously for the last six months" in Article 272 of the same Code shall be construed to mean "members representing not less than three-hundredths of whole member" , "the second paragraph of Article 64 of the Insurance Business Law" , "a majority of two-thirds of the whole member" and "members representing not less than three-hundredths of the whole member" respectively.
Article 61.　Deleted.
Article 62.　The provisions of Article 57 of this Law, and the first and third paragraphs of Article 254, the third paragraph of Article 256, the first, third and fourth paragraphs of Article 257, Article 258, the fourth paragraph of Article 266, Article 266-(3), Article 269, Article 270 and Articles 273 to 278 inclusive of the Commercial Code shall correspondingly apply to a auditor of a mutual company. However, "any shareholder who holds shares not less than three-hundredths of the total number of the issue shares continuously for the last six months" in the third paragraph of Article 257 of the Commercial Code shall be construed to mean "members representing not less than three-hundredths of the whole member" .
Article 67 shall be amended as follows:
Article 67.　The provisions of Articles 281 to 284 inclusive, Article 285, the first and third paragraph of Article 293-(5) and Article 295 of the Commercial Code shall correspondingly apply to the accounts of a mutual company.
The matters to be prescribed in the detailed statements mentioned in the first paragraph of Article 293-(5) of the Commercial Code applied correspondingly in the preceding paragraph shall be established by order.
In Article 73 paragraph 1, "Articles 105 to 111" shall be amended as "Article 105, Article 106, Articles 108 to 111 inclusive" .
Article 77 shall be amended as follows:
Article 77.　The provisions of Article 53, Article 56, Article 57 and the second paragraph of Article 67 of this Law and Article 116, Articles 123 to 125 inclusive, Article 128, the second paragraph of Article 129, the proviso of Article 131, Article 134, Article 231, Article 238, the second paragraph of Article 244, Article 247, Article 249, the third paragraph of Article 254, Article 254-(2), Articles 258 to 261-(2) inclusive, Articles 265 to 266-(3) inclusive, Articles 269 to 272 inclusive, Articles 274 to 276 inclusive, Article 278, Articles 282 to 284 inclusive, the first and third paragraphs of Article 293-(5), Articles 417 to 424 inclusive, the first paragraph of Article 426 and Articles 427 to 429 inclusive of the Commercial Code shall correspondingly apply to a case of liquidation of a mutual company. However, "Article 343" in the first paragraph of Article 247 of the Commercial Code, "the first paragraph of Article 290" in the first item of the first paragraph of Article 266, "a majority of two-thirds of the total number of the issued shares" in the fifth paragraph of Article 266 of the same Code and "the shareholder who holds a share continuously for the last six months" in Article 272 of the same Code shall be construed to mean "the second paragraph of Article 39 of the Insurance Business Law" , "the second paragraph of Article 64 of the Insurance Business Law" , "a majority of two-thirds of the whole member" and "members representing not less than three-hundredths of the whole member" respectively.
The proviso to Article 78 shall be amended as follows:
However, "the shareholder who holds shares representing not less than three-hundredths of the total number of the issued shares" in the first paragraphs of Article 381 and Article 452 shall be construed to mean "members representing not less than three-hundredths of the whole member" .
The following one paragraph shall be added to Article 86:
The provision of the third item of Article 288-(2) of the Commercial Code shall not apply to a joint-stock company which carries on an insurance business.
Article 91 shall be amended as follows:
Article 91.　Deleted.
In Article 107, "the first and third paragraphs of" shall be amended as "the first paragraph of" .
In Article 132 paragraph 4, "of auditors or of shareholders owing at least one-tenth of the amount of the capital continuously for the preceding three months or of at least one-tenth of the members" shall be amended as "of shareholders who hold shares representing not less than three-hundredths of the issued shares for the last six months or of members representing not less than three-hundredths of the whole member" .
In Article 138, "is liable to a fine not more than Five Thousand yen" shall be amended as "is liable to a penal servitude not more than three years or to a fine not more than Three Hundred Thousand yen, or to both" .
In Article 139 paragraph 1, "the first paragraph of Article 270 or the first paragraph of Article 272" and "Ten Thousand yen" shall be respectively amended as "or the first paragraph of Article 270" and "Five Hundred Thousand yen" , and in paragraph 2 of the same Article, "the first paragraph of Article 270 or the first paragraph of Article 272" shall be amended as "or the first paragraph of Article 270" .
In Articles 140 and 142, "Five Thousand yen" shall be amended as "Three Hundred Thousand yen" .
In Article 144 paragraph 1, "Three Thousand yen" shall be amended as "Two Hundred Thousand yen" .
Article 144-(2) paragraph 2 shall be deleted.
In Article 145 paragraph 1, "One Thousand yen" shall be amended as "Fifty Thousand yen" , and in item 2 of the same paragraph, "or intervention in an action under the provisions of the second paragraph of Article 268 of the Commercial Code correspondingly applicable under the second paragraph of Article 57" shall be added next to "Chapter VII," and "exercising the right of shareholders composing more than one-tenth of its capital or members more than one-tenth of the whole membership" shall be amended as "exercising the right of shareholders representing not less than three-hundredths of the total number of the issued shares or members representing not less than three-hundredths of the whole membership" .
In Article 148, "One Thousand yen" shall be amended as "Fifty Thousand yen" .
Articles 149 and 150 shall be amended as follows:
Article 149.　In case where a representative of juridical person, or any agent, employee or other persons engaged in the business of a juridical person or of an individual person has committed any of the offences mentioned in Article 138 or 144-(2), in connection with the business of the juridical person or the individual person, not only the person who has committed such offence but also the juridical person or the individual person shall be liable to monetary penalty provided for in each Article applicable thereto. However, this shall not apply to a juridical person or an individual person in case it is proved that he has taken proper care and supervision for the prevention of these offences by any agent, employee or other persons engaged in the business of the juridical person or the individual person.
Article 150.　Deleted.
In Article 152, "the first paragraph of Article 270, or of the first paragraph of Article 272" and "Five Thousand yen" shall be respectively amended as "or the first paragraph of Article 270" and "Three Hundred Thousand yen" ;in item 9 of the same Article, "inspection" shall be amended as "inspection or copying" ;in item 13 of the same Article, "Auditorial Reports" shall be deleted, and "Detailed statement of the attached documents mentioned in the first paragraph of Article 293-(3) of the Commercial Code correspondingly applicable under Article 67 or 77," shall be added next to "Books mentioned in the first paragraph of Article 32 of the Commercial Code correspondingly applicable under Article 42," ;and in item 14 of the same Article, ", Article 91," shall be deleted, and "or the first paragraph of Article 293-(5)" shall be added next to "the first paragraph of Article 282" .
In Article 152-(2), "One Thousand yen" shall be amended as "Fifty Thousand yen" .
In Article 153, "Five Thousand yen" shall be amended as "Three Hundred Thousand yen" .
In Articles 154 and 155, "One Thousand yen" shall be amended as "Fifty Thousand yen" .
Supplementary Provisions:
1　This Law shall come into force as from the day of the enforcement of the Law for Partial Amendments to the Commercial Code (Law No.167 of 1950);provided, however, that the amended provision of Article 1 shall come into force as from the day of the promulgation of this Law.
2　The term "the New Law" as used in this Supplementary Provisions (excluding paragraph 5) shall mean the Insurance Business Law after amendments by this Law, "the Old Law" shall mean the Insurance Business Law prior to the amendments by this Law;and in paragraph 5 of the Supplementary Provisions, "the New Insurance Business Law" shall mean the Insurance Business Law after amendments by this Law, and "the Old Insurance Business Law" shall mean the Insurance Business Law prior to the amendments by this Law.
3　The New Law shall also apply to the matters that have happened before this Law comes into force, except the case as specially provided for;provided, however, that the effect which has been produced by the Old Law shall not be hindered.
4　The provisions of Articles of Association and contracts which are contrary to the New Law shall be invalid as from the day of the enforcement of this Law.
5　The provision of Article 3 (Order of Dissolution) of the Enforcement Law of the Law for Partial Amendments to the Commercial Code (Law No.210 of 1951) shall apply mutatis mutandis to the dissolution order of a mutual company;the provision of Article 4 (Securities with respect to Institution of Action, Etc.) of the same Law shall apply mutatis mutandis to the securities to be deposited for the demand of the dissolution order of a mutual company, for an action against the promotors, directors, auditors, or liquidators of a mutual company and for the rescission or alteration and invalid affirmation of the resolution of a mutual company;the provisions of Article 5 (Incorporation of "Kabushiki-Kaisha" ) and Article 9 Release from and Enforcement of Liability relating to Incorporation) of the same Law shall apply mutatis mutandis to the incorporation of a mutual company;the provision of Article 7 (Registration of "kabushiki-kaisha" ) of the same Law shall apply mutatis mutandis to the registration of a mutual company;the provisions of Article 16 (Demand of the Convening of General Meeting by Minority Shareholders) of the same Law shall apply mutatis mutandis to the general meeting and liquidators of a mutual company;the provisions of Article 15 (Convening of Extraordinary General Meeting by Auditors), Article 17 paragraphs 1 to 3 inclusive (Resolution of General Meeting) and Article 19 (Action of the Rescission of the Resolution) of the same Law shall apply mutatis mutandis to the general meeting of a mutual company;the provisions of Article 22 (Directors'Liability for Acts) and Article 24 (Demand, Etc. mentioned under Article 272 of Old Code) of the same Law shall apply mutatis mutandis to directors, auditors and liquidators of a mutual company;the provision of Article 23 (Action against the Directors and Liability of the Shareholders who have Demanded Bringing of Action) of the same Law shall apply mutatis mutandis to directors and auditors of a mutual company;the provisions of Article 21 paragraph 1 and paragraph 2 (Representing Directors) and Article 35 (Detailed Statement) of the same Law shall apply mutatis mutandis to directors and liquidators of a mutual company;the provisions of Article 20 paragraph 2 (Term of Office of Director) and Article 21 paragraph 3 (Representing Directors) of the same Law shall apply mutatis mutandis to directors of a mutual company;the provisions of Article 26 (Auditors to Discharge temporarily Duties of Director) and Article 27 (Representative of Company on Action between Company and Directors) of the same Law shall apply mutatis mutandis to directors and liquidators of a mutual company;and the provisions of Article 25 (Term of Office of Auditor) and Article 28 (Bringing of Action, Etc. by Auditors) of the same Law shall apply mutatis mutandis to auditors of a mutual company. In this case, "the New Code" or "the Old Code" as used in the provisions for application mutatis mutandis of the Enforcement Law of the Law for the Partial Amendments to the Commercial Code shall read, except the case of reading specially in this paragraph, "the New Insurance Business Law" or "the Old Insurance Business Law" ;in Article 3 of the same Law, "Article 58 of the Old Code" shall read "Article 58 of the Old Code which correspondingly applies in Article 42 of the Old Insurance Business Law" ;in Article 5 of the same Law "in case, where the promotors of a company have taken up the whole of the shares or have commenced to invite the subscription for the shares" shall read "in case the whole fund has been taken up" ;in Article 15 of the same Law, "Article 235 paragraph 2 of the Old Code" shall read "Article 235 paragraph 2 of the Old Code which applies with the necessary modifications in Article 54 of the Old Insurance Business Law" ;in Article 16 of the same Law, "Article 237 paragraph 1 of the Old Code" shall read "Article 53 paragraph 1 of the Old Insurance Business Law (including the case which applies with the necessary modifications in Article 77 of the Old Insurance Business Law)" , and "Article 237 paragraph 1 of the New Code" shall read "Article 53 paragraph 1 of the New Insurance Business Law (including the case which applies with the necessary modifications in Article 77 of the New Insurance Business Law)" ;in Article 17 paragraph 3 of the same Law, "Article 264 paragraph 2 and Article 266 paragraph 5 of the New Code" shall read "Article 266 paragraph 5 of the New Code which applies with the necessary modifications in Article 60 or Article 77 of the New Insurance Business Law" ;in Article 19 of the same Law, "Article 248 paragraph 1 of the Old Code" shall read "Article 248 paragraph 1 of the Old Code which applies with the necessary modifications in Article 54 of the Old Insurance Business Law" ;in Article 21 paragraph 2 of the same Law, "Article 261 paragraph 2 of the New Code" shall read "Article 261 paragraph 2 of the New Code which applies with the necessary modifications in Article 60 or Article 77 of the New Insurance Business Law" ;in Article 21 paragraph 3 of the same Law, "Article 188 paragraph 2 item 9 of the Old Code" shall read "Article 40 paragraph 2 item 3 of the Old Insurance Business Law" , and "Article 188 paragraph 2 item 8 of the New Code" shall read "Article 40 paragraph 2 item 4 of the New Insurance Business Law" ;in Article 23 of the same Law, "Article 267 paragraph 1 or Article 268 paragraph 1 of the Old Code" shall read "Article 57 paragraph 1, Article 58 paragraph 1 or the forepart of Article 61 paragraph 1 of the Old Insurance Business Law" ;in Article 24 of the same Law, "Article 272 of the Old Code" shall read "Article 272 of the Old Code which applies with the necessary modifications in Article 60, Article 62 or Article 77 of the Old Insurance Business Law;in Article 26 of the same Law," proviso to paragraph 1, paragraph 2 and paragraph 3 of Article 276 of the Old Code "shall read" proviso to Article 276 paragraph 1, paragraph 2 and paragraph 3 of Article 276 which apply with the necessary modifications in Article 62 or Article 77 of the Old Insurance Business Law ";in Article 27 of the same Law," Article 277 of the Old Code "shall read" Article 277 paragraph 1 of the Old Code which applies with the necessary modifications in Article 62 or Article 77 of the Old Insurance Business Law and Article 59 of the Old Insurance Business Law (including the case which applies with the necessary modifications in Article 77 of the Old Insurance Business Law) ";in Article 35 of the same Law," Article 293-5 of the New Code "shall read" Article 293-(5) paragraph 1 and paragraph 3 of the New Code which apply with the necessary modifications in Article 67 or Article 77 of the New Insurance Business Law".
6　With respect to the application of the penal provisions for the acts committed prior to the enforcement of this Law, the former provisions shall still prevail.
7　In cases where the provisions of Chapter VIII of the Old Law apply to the act committed after the day of the enforcement of this Law, in those provisions, "Ten Thousand yen" shall be made "Five Hundred Thousand yen" , "Five Thousand yen" shall be made "Three Hundred Thousand yen" , "Three Thousand yen" shall be made "Two Hundred Thousand yen" , and "One Thousand yen" shall be made "Fifty Thousand yen" .
Minister of Finance　IKEDA Hayato
Prime Minister　YOSHIDA Shigeru