Japan – Revisions to Shareholding Systems

Japan – Revisions to Shareholding Systems

On 15 October 2024, JPN JSDA revised Rules for cumulative stock investments.

  • JPN JSDA announced revisions to the Rules for the handling of cumulative stock investments and mini stock investments and the Guidelines for shareholding systems.
  • As per revised Cabinet office ordinance on the definitions under article 2 of financial instruments and exchange act, which raised the upper limit of contributions for cumulative investment exempt from insider trading regulations to less than JPY 2mn.
  • Follows JPN FSA May 2024 proposed revisions re shareholders' meeting.

Revisions to Rules

  • Set the upper purchase limit in a cumulative stock investment contract at JPY 2mn.

Revisions to Guidelines

  • Add a definition of expanded executive shareholding associations and special provisions; set the upper limit of contributions each time at maximum of JPY 2mn.
  • For employee and executive shareholding associations whose target stocks are listed stocks on specified financial instruments markets, set the upper limit at JPY 1mn.
  • Stocks to be acquired by an expanded employee shareholding association will be stocks issued by a company with a close relationship with an implementing company.
  • Plus, where the implementing company is an affiliate of the company that issues the stocks to be acquired, it will be deemed that there is a close relationship between them.
  • Add executives and employees of subsidiaries of specified related corporations to the scope of members of the investment unit holding system; make required revisions.

Effectiveness

  • The revised rules will be implemented from 1 January 2025.