Newsletter
REVERSION TO NON-PUBLIC-ISSUING STATUS IS IMMEDIATE
For companies that are authorized to issue shares to the public, the procedures for convening a shareholders’ meeting, and the lock-up period for share transfers, differ from those for compa-nies that are not so authorized. There have been frequent disputes over whether the provisions for public-issuing companies, or those for non-public-issuing companies, should be applied to a previously public-issuing company after the company’s public-issuing status has been re-voked by the relevant statutory procedures, but before its articles of incorporation have been amended accordingly.
To address this issue, in interpretations dated 15 February and 22 April 2005, the Ministry of Economic Affairs stated that the provisions of the Company Act as to the timing and procedures for convening a shareholders’ meeting are mandatory requirements. Therefore, if a com-pany’s public-issuing status has been revoked, then even if its articles of incorporation have not yet been amended, it is no longer a public-issuing company, and it must comply with the provisions for non-public-issuing companies.