(Unofficial Translation: In case of inconsistency,
the original text in Japanese shall prevail.)
Note: For the purposes of this Law, the following rules of construction shall
be applied: Except as otherwise clearly indicated by the context:
1. Any word used in the present tense includes the future tense, unless otherwise expressly indicated;
2. Any word used in the singular number includes the plural number, and the plural number includes the singular number, unless otherwise expressly indicated; and
3. Any word used in the male gender includes the female gender, unless otherwise expressly indicated.
4. With respect to effective dates of the provisions, please refer to the relevant provisions of the Supplementary Provisions.
5. Unless otherwise expressly indicated, the term "the Minister" means "the Minister for Internal Affairs and Communications" in this booklet.
6. Unless otherwise expressly indicated, the term "the MIC" means "the Ministry of Internal Affairs and Communications" in this booklet.
(Purpose)
Article l.
(1) Nippon Telegraph and Telephone Corporation (hereinafter referred to as "the
Company") shall be a company limited (Kabushiki Kaisha) whose purpose is
to own all the shares issued by East Nippon Telegraph and Telephone Corporation
and West Nippon Telegraph and Telephone Corporation, to ensure appropriate and
stable provision of telecommunications services supplied by the latter two companies,
as well as to engage in research activities of telecommunications technologies
that would form the basis of telecommunications.
(2) East Nippon Telegraph and Telephone Corporation and West Nippon Telegraph
and Telephone Corporation (hereinafter referred to as "the Regional Companies")
shall be companies whose purpose is to manage regional telecommunications businesses.
(Business Activities)
Article 2.
(1) The Company shall, in order to attain its corporate purposes, operate the
following business activities:
i) To accept and hold the shares issued by the Regional Companies and to exercise the rights of shareholder of the shares;
ii) To offer necessary advice and assistance in the form of mediation to the Regional Companies, etc.;
iii) To conduct research activities related to telecommunications technologies that would form the basis of telecommunications;
iv) Ancillary business activities related to the preceding three items.
(2) The Company may engage in the business activities necessary for execution
of its purpose, subject to the authorization of the Minister, in addition to
operating preceding business activities.
(3) The Regional Companies shall, in order to attain their purposes, operate
the following business activities:
i) Regional telecommunications business (meaning telecommunications business activities operated by establishing telecommunications facilities of the Regional Companies which can intermediate intraprefectual telecommunications without facilities of other telecommunications business carriers; the same shall apply hereinafter) to be respectively provided in the following prefectural areas (areas to be specified under the applicable ministerial ordinance of MIC when deemed it necessary in view of the usage of telecommunications services; the same shall apply hereinafter).
a) As for East Nippon Telegraph and Telephone Corporation, Hokkaido Prefecture, Aomori Prefecture, Iwate Prefecture, Miyagi Prefecture, Akita Prefecture, Yamagata Prefecture, Fukushima Prefecture, Ibaraki Prefecture, Tochigi Prefecture, Gunma Prefecture, Saitama Prefecture, Chiba Prefecture, Tokyo Metropolis, Kanagawa Prefecture, Niigata Prefecture, Yamanashi Prefecture and Nagano Prefecture;
b) As for West Nippon Telegraph and Telephone Corporation, Kyoto Prefecture, Osaka Prefecture and other prefectures than those stipulated in a).
ii) Ancillary business activities related to the preceding item.
(4) The Regional Companies may, based on the authorization of the Minister,
operate the following business activities:
i) In addition to those listed in the preceding paragraph, those business activities necessary for the attainment of corporate purposes of the Regional Companies;
ii) Regional telecommunications business activities to be operated respectively in prefectural areas other than those where they are stipulated to operate regional telecommunications business activities based on item i) of the preceding paragraph.
(5) In addition to the business activities under the provisions of the preceding
two paragraphs, the Regional Companies may, based on authorization from the
Minister, operate the telecommunications business activities and other business
activities by using facilities or technologies which are maintained in order
to operate the business activities under the provisions of paragraph (3), or
their staff. In this case, the Minister shall grant authorization if it is deemed
that the business activities operated by the Regional Companies do not interfere
smooth implementation of the business activities under the provisions of the
same paragraph and securement of fair competition of the telecommunications
business.
(Obligations)
Article 3.
The Company and the Regional Companies shall, in operating their own businesses,
give due consideration to the maintenance of its proper and efficient management
and shall contribute to the securement of appropriate, fair and stable provision
of nationwide telephone services which are indispensable to the lives of people;
additionally, the Company and the Regional Companies shall endeavor, in view
of the importance of the role which telecommunications will play for the social
and economical progress in the future, to contribute to the innovative advancement
and development of telecommunications in Japan through the promotion of research
and development concerning telecommunications technology and through dissemination
of the results thereof, and thereby promote the public welfare.
(Shares)
Article 4.
(1) The Government shall always hold one-third or more of the total number of
the issued shares of the Company.
(2) Where the Company intends to invite subscribers to new shares to be issued
(hereinafter referred to as "invitation for subscription") or intends
to deliver shares (except the Company's own shares possessed by the Company
(hereinafter referred to as "own shares")) upon exchange of shares,
the Company shall obtain authorization from the Minister. The same shall apply
to cases where the Company intends to invite subscribers to new bonds with a
right to subscribe for new shares stipulated in Article 238 paragraph (1) of
the Corporate Law (Law No. 86 of 2005) (limited to rights attached to bonds
with a right to subscribe for new shares. Referred to as "invitation of
a right to subscribe for new shares" in paragraph (2) of the following
article and Article 23 item iii)) or intends to deliver rights attached to bonds
with a right to subscribe for new shares (except the Company's own bonds with
a right to subscribe for new shares possessed by the Company (referred to as
"own bonds with a right to subscribe for new shares" in Article 23
item iii))) upon exchange of shares
Article 5.
(1) The Company shall hold all the issued shares of each of the Regional Companies.
(2) The Regional Companies shall obtain authorization from the Minister when
intending to issue new shares. The same shall apply to cases when intending
to invite subscribers to rights to subscribe for new shares.
(Treatment of Shares Acquired by Foreign Nationals, Etc.)
Article 6.
(1) When the Company has received a request to enter the name and address in
its register of shareholders from those persons set forth in any of the following
items who have acquired its shares, the Company shall not do so if the aggregate
of the ratios of the voting rights directly held by the persons set forth in
items i) through iii) and the ratio prescribed in the provisions of the applicable
ordinance of MIC as the ratio of voting rights indirectly held by such persons
through controlling the persons set forth in item iv) (such an aggregate will
be referred to as the "ratio of voting rights of foreign nationals, etc.")
in this article reaches or exceeds one-third upon acceptance of the request.
i) Any person who does not have Japanese nationality;
ii) Any foreign government or its representative;
iii) Any foreign juridical person or entity;
iv) Any juridical person or entity whose voting rights directly held by the persons set forth under the preceding three items exceed the ratio prescribed in the applicable ordinance of MIC.
(2) In cases where it makes the "ratio of voting rights of foreign nationals,
etc." reach or exceed one-third to register or record all shares on the
Company's shareholders list pursuant to the provisions of Article 152 paragraph
(1) or paragraph (8) of the Law Concerning Transfer of Bonds, Shares, Etc. (Law
No. 75 of 2001) , by those persons listed in any of the items in the preceding
paragraph who are the shareholders pertaining to the notice as provided for
under Article 151 paragraph (1) or paragraph (8) of the same law, , the Company
shall not register on its substantial shareholders list, notwithstanding the
provisions of the same paragraph, those shares except such shares which may
be registered in the manner stipulated in the applicable ordinance of MIC by
which only part of such shares are entered on its substantial shareholders list
so that the "ratio of voting rights of foreign nationals, etc." does
not reach or exceed one-third.
(3) In the case, other than in those cases provided in the preceding two paragraphs,
where the total number of the Company's outstanding shares changes, the Company
shall take necessary measures to ensure that the "ratio of voting rights
of foreign nationals, etc." does not reach or exceed one-third.
(4) The Company shall make public notice on the "ratio of voting rights
of foreign nationals, etc." before the number of days as specified in the
applicable ordinance of MIC from the standard day specified in Article 124 paragraph
(1) of the Corporation Law in the manner stipulated in the applicable ordinance
of MIC.
(Disposal of Shares Owned by the Government)
Article 7.
Disposal of shares owned by the Government shall be within the limitation on
the number of shares decided by the Diet in the relevant annual budget.
(Restriction on Use of Trade Names)
Article 8.
No person other than the Company or the Regional Companies shall use the trade
names, "Nippon Telegraph and Telephone Corporation," "East Nippon
Telegraph and Telephone Corporation" or "West Nippon Telegraph and
Telephone Corporation" in the trade name.
(General Mortgage)
Article 9.
(1) A holder of debentures of the Company shall, with respect to the property
of the Company, have the right to have his or her claim satisfied, in preference
to other creditors. A holder of debentures of each Regional Company shall, with
respect to the property of the Regional Company, have the right to have his
or her claim satisfied, in preference to other creditors.
(2) The order of the lien referred to in the preceding paragraph shall be next
to the general lien under the provisions of the Civil Code (Law No. 89 of 1896).
(Directors and Auditors)
Article 10.
(1) Any person who does not have Japanese nationality shall not assume the office
of director or auditor of the Company or the Regional Companies.
(2) Any resolution for the appointment or dismissal of directors or auditors
of the Company shall not take effect unless authorized by the Minister.
(Change of Articles of Incorporation, Etc.)
Article 11.
(1) Any resolution for change in the articles of incorporation, or for merger,
partition or dissolution of the Company and the Regional Companies or for disposal
of profits of the Company shall not take effect unless authorized by the Minister.
(2) When the Minister has granted the resolution for merger pertaining to the
Regional Company(ies) under the preceding paragraph or the resolution for division
pertaining to the Regional Company(ies) (limited to the resolution of the division
of the entire business of the telecommunications business), such authorization
shall be deemed as the notification under the provisions of Article 17 paragraph
(2) of the Telecommunications Business Law (Law No. 86 of 1984).
(Business Plan)
Article 12.
The Company and the Regional Companies shall formulate its business plan for
each business year and shall obtain authorization from the Minister before the
commencement of that business year. The same shall apply when such a business
plan is to be amended.
(Financial Statements)
Article 13.
The Company and the Regional Companies shall submit to the Minister, within
three months after the end of each business year, its balance sheet, profit
and loss statement and a business report for that business year.
(Transfer, Etc. of Important Facilities)
Article 14.
The Regional Companies shall obtain authorization from the Minister in order
to transfer or mortgage their telecommunications trunk lines or other similarly
important telecommunications facilities.
(Order, Etc. for Audit)
Article 15.
(1) The Minister may, if the Minister deems it necessary for enforcing this
Law, appoint auditors of the Company and the Regional Companies and have them
audit specific items and report the Minister the audit results.
(2) Auditors of the Company and the Regional Companies may, if they deem it
necessary, submit to the Minister their opinions based upon the audit results.
(Supervision)
Article 16.
(1) The Company and the Regional Companies shall be subject to supervision of
the Minister in accordance with the provisions of this Law.
(2) The Minister may, if the Minister deems it necessary for enforcing this
Law, issue to the Company and the Regional Companies orders necessary for the
supervision with respect to its business activities.
(Report)
Article 17.
The Minister may, to the extent necessary for enforcing this Law, require the
Company and the Regional Companies to make reports relating to its business
activities.
(Consultation with the Minister of Finance)
Article 18.
The Minister shall consult with the Minister of Finance before:
i) The Minister grants the Company authorizations under Article 4 paragraph (2), Article 11 paragraph (1) (with respect to authorization of resolutions for changing the articles of incorporation, this paragraph shall apply only to those relating to resolutions for change in the total number of shares that can be issued by the Company), or Article 12;
ii) The Minister grants the Regional Companies under Article 11 paragraph (1) (with respect to authorization, this paragraph shall apply only to those relating to resolutions for merger, division and dissolution), Article 12 or Article 14.
(Replacement of Terms When Being Corporation with Audit Committee)
Article 18-2.
In cases of a corporation with audit committee, with respect to the application
of the provisions of this Law listed in the first column, the terms among the
provisions listed in the column shall be the terms listed in the third column.
(Penal Provisions)
Article 19.
(1) When a director, audit counselor (where the counselor is a juridical person,
an employee thereof who executes the audit duty. Hereinafter the same shall
apply in this article.), auditor or employee of the Company and the Regional
Companies has received, demanded or promised to receive a bribe in connection
with the person's job, this person shall be punishable and liable to penal servitude
for a term not exceeding three years. Anyone who has committed an improper act
or has omitted a proper act thereby shall be guilty of an offense and liable
to penal servitude for a term not exceeding seven years.
(2) When a person who intends to become a director, audit counselor, auditor
or employee of the Company or one of the Regional Companies has received, demanded
or promised to receive a bribe in response to a solicitation in connection with
the functions such person will assume after such person's appointment, such
person shall, where such person becomes such director, audit counselor, auditor
or employee, be punishable and liable to penal servitude for a term not exceeding
two years.
(3) When a person who was a director, audit counselor, auditor or employee of
the Company or one of the Regional Companies has received, demanded or promised
to receive a bribe in response to a solicitation in connection with such persons
having committed an improper act or having omitted a proper act in the course
of performing such person's functions while such person was in office, such
person shall be guilty of an offense and liable to penal servitude for a term
not exceeding two years.
Article 20.
In the case specified under each paragraph of the preceding article, the bribe
which the offender has received shall be confiscated. Where it is unable to
confiscate the entire bribe or portion thereof, the amount of money equivalent
thereto shall be sought and collected.
Article 21.
(1) Any person who has given, offered or promised to give a bribe as stipulated
in each paragraph of Article 19 shall be punishable and liable to penal servitude
for a term not exceeding three years or a fine not exceeding two million and
five hundred thousand yen.
(2) When a person who has committed any offense stipulated in the preceding
paragraph denounces himself or herself to authorities, the punishment thereof
may be reduced or remitted.
Article 22.
(1) The offenses as specified in Article 19 of this Law shall comply with the
provisions of Article 4 of the Penal Code (Law No. 45 of 1907).
(2) The offenses as specified in paragraph (1) of the preceding article shall
comply with the provisions of Article 2 of the Penal Code.
Article 23.
Where any of the violations enumerated in the following items has occurred,
a director, audit counselor (where the counselor is a juridical person, an employee
thereof who executes the audit duty. Hereinafter the same shall apply in this
article.) or auditor of the Company or the Regional Companies who has committed
the violation shall be punishable and liable to a fine not exceeding one million
yen:
i) When the Company or a Regional Company engaged in business activities without obtaining authorization specified in Article 2 paragraph (2), (4) or (5);
ii) When the Company or a Regional Company performed business activities other than those stipulated in Article 2;
iii) When the Company or a Regional Company has invited subscribers to new shares or has delivered shares (except own shares) upon exchange of shares, or has invited subscribers to rights to subscribe for new shares or has delivered bonds with a right to subscribe for new shares (except bonds with a right to subscribe for new shares) upon exchange of shares in violation of the provisions of Article 4 paragraph (2) or Article 5 paragraph (2);
iv) When the Company or a Regional Company disposed of the shares of the Regional Companies in violation of the provisions of Article 5 paragraph (1);
v) When the Company or a Regional Company has failed to submit application for authorization prior to the start of a business year or prior to the implementation of a business plan pertaining to change in violation of the provisions of Article 12;
vi) When the Company or a Regional Company, in violation of the provisions of Article 13, has failed to submit their balance sheet, profit and loss statements, account or business report, or has submitted such documents containing a false statement;
vii) When the Company or a Regional Company, in violation of the provisions of Article 14, has alienated or collateralized their own equipment and/or facilities;
viii) When the Company or a Regional Company has contravened any order issued under the provisions of Article 16 paragraph (2);
ix) When the Company has failed to make the report under the provisions of Article 17 or has made any false report.
Article 24.
In cases where any violation to the provisions of Article 6 paragraph (1) or
paragraph (2) has occurred, the employee concerned of the Company and the Regional
Companies or transfer agent (where the transfer agent is a juridical person,
its employee) who has committed the violation shall be punishable and liable
to a fine not exceeding five hundred thousand yen.
Article 25.
(1) Any person who has violated the provisions of Article 8 shall be punishable
and liable to a fine not exceeding two hundred thousand yen.
(2) When a representative of a juridical person, or proxy, employee or any other
person in the employment of a juridical or natural person has committed the
violation referred to in the preceding paragraph in connection with the business
activities of the juridical or natural person, the juridical or natural person
shall, in addition to the punishment of the offender, be punishable and liable
to the fine stipulated in the same paragraph.
Article 26.
A director of the Company who neglects to give public notice or gives untrue
public notice in violation of the provisions of Article 6 paragraph (4) shall
be liable to a non-penal fine not exceeding one million yen
Supplementary Provisions
(Effective Date)
Article 1.
This Law shall come into force as from the day of promulgation. The provisions
of Articles 11 and 12 of the Supplementary Provisions shall, however, come into
force as from April l, 1985.
(Review of the Status of the Company)
Article 2.
The Government shall, within five years after the date of the incorporation
of the Company, review the status of the Company, taking into account the situation
under which this Law is enforced and changes in circumstances after the effective
date of this Law, etc., and shall take necessary measures based upon the conclusion
of the review.
(Incorporation of the Company)
Article 3.
(1) The Minister of Posts and Telecommunications shall appoint members of an
organizing committee and shall have them function as promoters of the Company.
(2) The organizing committee shall prepare the articles of incorporation and
shall obtain authorization thereof from the Minister of Posts and Telecommunications.
(3) The Minister of Posts and Telecommunications shall consult with the Minister
of Finance before granting authorization under the preceding paragraph.
(4) The matters specified in each item of Article 168-2 of the Commercial Code
with respect to shares to be issued at the time of incorporation of the Company
shall be stipulated in the articles of incorporation of the Company.
(5) With respect to shares to be issued at the time of incorporation of the
Company, more than one half of the total amount of the issue-prices of the shares
may not, notwithstanding the provisions of operative part of Article 284-2 paragraph
(2) of the Commercial Code, be capitalized. In this case, "this Code"
in paragraph (1) of the same article shall be read as "this Code or the
Law Concerning Nippon Telegraph and Telephone Corporation, Etc.".
(6) The Nippon Telegraph and Telephone Public Corporation (hereinafter referred
to as "the Public Corporation") shall accept all shares to be issued
at the time of incorporation of the Company, and the organizing committee shall
allocate all the shares to the Public Corporation.
(7) The Government shall exercise the rights, relating to the incorporation
of the Company, as the subscriber to the shares allocated under the provisions
of the preceding paragraph.
(8) The Public Corporation shall contribute all the assets to the Company at
the time of incorporation of the Company. In this case, the provisions of Article
68 of the Nippon Telegraph and Telephone Public Corporation Law (Law No. 250
of 1952) shall not apply.
(9) With respect to the application of the provisions of Article 180 paragraph
(1) of the Commercial Code in connection with the incorporation of the Company,
"performance of contribution-in-kind under the provisions of Article 177"
in the same paragraph shall be read as "allocation of shares under the
provisions of Article 3 paragraph (6) of the Supplementary Provisions of the
Law Concerning Nippon Telegraph and Telephone Corporation, Etc.".
(10) The performance pertaining to the contribution-in-kind by the Public Corporation
under the provisions of paragraph (8) shall be made at the effective time of
the provisions of Article 11 of the Supplementary Provisions, and the Company
shall be incorporated at such time notwithstanding the provisions of Article
57 of the Commercial Code.
(11) Notwithstanding the provisions of Article 188 paragraph (1) of the Commercial
Code, the Company shall, upon incorporation, effect the registration of incorporation
without delay.
(12) Shares of the Company acquired by the Public Corporation as a result of
the contribution-in-kind shall be transferred gratis to the Government at the
time of incorporation of the Company.
(13) The provisions of Article 167, Article 168 paragraph (2) and Article 181
of the Commercial Code shall not apply to the incorporation of the Company.
(Dissolution, Etc. of the Public Corporation)
Article 4.
(1) The Public Corporation shall be dissolved at the time of incorporation of
the Company, and all rights and liabilities of the Public Corporation shall,
at such time, be succeeded to by the Company.
(2) With respect to the account settlement and general inventory, balance sheet
and profit and loss statement of the Public Corporation for the business year
commencing on April 1, 1984, precedents shall continue to apply, except parts
pertaining to Article 10 paragraph (2) item ii) and Article 58 paragraph (1)
(limited to part related to the audit report to be submitted by the auditor)
of the Nippon Telegraph and Telephone Public Corporation Law.
(3) The registration of dissolution of the Public Corporation under the provisions
of paragraph (1) above shall be stipulated in the applicable cabinet order.
(Transitional Measures for Succession of Rights and Liabilities)
Article 5.
(1) Guarantee contracts which the government has made under the Law Concerning
Special Measures Pertaining to the Acceptance of Foreign Capital from the International
Bank for Reconstruction and Development, Etc. (Law No. 51 of 1953) with respect
to the Public Corporation's obligations concerning its telegraph and telephone
bonds to be succeeded to by the Company under the provisions of paragraph (1)
of the preceding article shall continue to be effective, even after the succession,
on the precedent terms and conditions with respect to the obligations relating
to said bonds. Precedent shall continue to apply with respect to taxes or other
imposts on interests of telegraph and telephone bonds related to said guarantee
contracts or on gains from redemption of these bonds.
(2) With respect to the obligations, which are to be succeeded to by the Company
under paragraph (1) of the preceding article, of the telegraph and telephone
bonds subscribed by or borrowings loaned from the Fund of Trust Fund Bureau,
the Company shall be deemed as a juridical person stipulated in item iii) or
iv) of Article 7 paragraph (1) of the Fund of Trust Fund Bureau Law (Law No.
100 of 1941) in applying the same paragraph.
(3) In cases where the telegraph and telephone bonds pertaining to debts, which
are to be succeeded to by the Company under the provisions of paragraph (1)
of the preceding article, pertain to subscription by the reserve fund of the
Postal Life Insurance Account and the Postal Annuity Special Account stipulated
in Article 1 of the Postal Life Insurance Account and the Postal Annuity Special
Account Law (Law No. 12 of 1944) prior to its amendment under the provisions
of Article 10 of the Supplementary Provisions of the Law Amending Part of the
Postal Life Insurance Law (Law No. 50 of 1990), with respect to the application
of the provisions of Article 3 paragraph (1) of the Law Concerning the Operation
of the Fund of Postal Life Insurance (Law No. 210 of 1952) to said telegraph
and telephone bonds, the Company shall be deemed to be a juridical person stipulated
in item iv) of the same paragraph.
(Transitional Measures Concerning Employees)
Article 6.
(1) Those who are actually the employees of the Public Corporation at the time
of incorporation of the Company shall become the employees of the Company upon
incorporation of the Company.
(2) No retirement allowance prescribed in the National Government Employees,
Etc. Retirement Allowance Law (Law No. 182 of 1953) shall be payable to the
employees of the Public Corporation who become those of the Company in accordance
with the provisions of the preceding paragraph.
(3) When the Company intends to pay a retirement allowance to the employees
of the Company to whom the provisions of the preceding paragraph are applied,
the continued period during which they served the Public Corporation shall be
regarded and treated as their service period with the Company.
Article 7. Deleted.
Article 8. Deleted.
(Transitional Measures Concerning Application of Tax-related Laws in Connection
with Incorporation of the Company)
Article 9.
(1) No real estate acquisition taxes, special land holding taxes to be imposed
on acquisition of land, or automobile acquisition taxes shall be imposed on
the Company's acquisition of real estate and/or automobiles related to the contribution-in-kind
by the Public Corporation pursuant to the provisions of Article 3 paragraph
(8) of the Supplemental Provisions.
(2) With respect to the land which is acquired and continuously held by the
Company and is related to the contribution-in-kind by the Public Corporation
under the provisions of Article 3 paragraph (8) of the Supplemental Provisions,
no special land holding taxes shall be imposed on the land which was acquired
by the Public Corporation prior to January 1, 1969 (with respect to the land
located in Okinawa Prefecture, prior to April 1, 1972).
(3) With respect to the land which is acquired and continuously held by the
Company and is related to the contribution-in-kind by the Public Corporation
under the provisions of Article 3 paragraph (8) of the Supplementary Provisions
(limited to the land which the Public Corporation acquired on April 1, 1982
or later), no special land holding taxes shall be imposed on the land if more
than ten years have elapsed as of January 1 of the year during which the Company
is required to pay the tax by self-assessment under the provisions of Article
599 paragraph (1) of the Local Tax Law (Law No. 226 of 1950) after the Public
Corporation acquired said land.
(4) With respect to the land which is acquired and continuously held by the
Company as a result of the contribution-in-kind by the Public Corporation under
the provisions of Article 3 paragraph (8) of the Supplementary Provisions (limited
to the land which the Public Corporation acquired during the period from January
1, 1969 (with respect to the land located in Okinawa Prefecture, from April
1, 1972) to March 31, 1982), no special land holding taxes shall be imposed
on the land other than those which are located in "urbanized areas"
as stipulated in Article 7 paragraph (1) of the City Planning Law (Law No. 100
of 1968) as of January 1 of the year during which the Company is required to
pay the tax by self-assessment under the provisions of Article 599 paragraph
(1) of the Local Taxes Law if more than ten years have elapsed since the Public
Corporation acquired said land.
(5) The performance related to the contribution-in-kind of share certificates
(including the equity stipulated in the provisions of Article 4 paragraph (2)
of the Security Transaction Tax Law (Law No. 102 of 1953)) by the Public Corporation
under the provisions of Article 3 paragraph (8) of the Supplementary Provisions
herein shall not fall under the transfer of securities stipulated in Article
l of the same law.
(6) No registration and license taxes shall be imposed on the registration of
incorporation required to the Company under the provisions of Article 3 paragraph
(11) of the Supplementary Provisions and on the registrations required to the
Company pertaining to the transfer of the property related to the contribution-in-kind
by the Public Corporation under the provisions of the same article paragraph
(8).
(7) With respect to the amount of expenses for test and research for the business
year to which the date of incorporation of the Company belongs, the main provisions
of Article 42-4 paragraph (1) of the Special Taxation Measures Law (Law No.
26 of 1957) shall apply: Provided that "the amount of expenses for test
and research of each business year to be included in the amount of loss in the
calculation of income for the respective business year during the period from
the business year (in this article referred to as "the reference year")
immediately prior to the business year of the juridical person including January
1, 1967 to the business year immediately prior to said applicable business year"
in the same paragraph shall be read as "the amount of expenses for test
and research for the business year including April 1, 1984 of the Nippon Telegraph
and Telephone Public Corporation", and that "in the case of exceeding
the largest amount of" in the same paragraph shall be read as "in
the case of exceeding the amount of", the proviso of the same paragraph
shall not apply.
(8) In addition to those stipulated in the preceding paragraph, matters necessary
for the application of laws and ordinances relating to the corporate tax to
be imposed on the Company in connection with the incorporation of the Company
shall be stipulated in the applicable cabinet order.
(Entrustment to Cabinet Order)
Article 10.
In addition to the provisions of Article 3 through the preceding article of
the Supplementary Provisions, matters necessary for the incorporation of the
Company and the dissolution of the Public Corporation shall be stipulated in
the applicable cabinet order.
(Repeal of Nippon Telegraph and Telephone Public Corporation Law, Etc.)
Article 11.
The following laws shall be repealed:
i) The Nippon Telegraph and Telephone Public Corporation Law;
ii) The Law for Enforcement of the Nippon Telegraph and Telephone Public Corporation Law (Law No. 251 of 1952)
(Transitional Measures Concerning Repeal of Nippon Telegraph and Telephone
Public Corporation Law)
Article 12.
(1) Administrative dispositions, procedures and other acts made before the enforcement
of the preceding Article in accordance with the provisions of the Nippon Telegraph
and Telephone Public Corporation Law prior to its repeal under the provisions
of the preceding article (hereinafter referred to as "the Old Law")
shall be deemed administrative dispositions, procedures and other acts made
under the corresponding provisions of this Law.
(2) With respect to the application of the provisions of the Old Law to the
emoluments payable to the employees of the Public Corporation for the period
prior to the enforcement of the preceding article, the precedent shall continue
to apply.
(3) With respect to the disciplinary punishments to the employees to whom the
provisions of Article 6 paragraph (1) of the Supplementary Provisions apply,
which are imposed under the provisions of Article 33 of the Old Law, prior to
the enforcement of the preceding article and disciplinary punishments related
to cases prior to the enforcement of the preceding article, the precedent shall
continue to apply. In this case, if such disciplinary punishments are to be
imposed after the enforcement of the preceding article, a person who represents
the Company or its delegate shall execute such disciplinary punishments.
(4) With respect to the obligation to indemnify for any matter prior to the
enforcement of the preceding article by an employee in charge of handling cash
as stipulated in Article 69 of the Old Law or a person designated by the President
of the Public Corporation as an employee in charge of the control of goods under
the provisions of Article 70 of the Old Law, the precedent shall continue to
apply.
(5) With respect to the audit of the accounting of the Public Corporation by
the Board of Audit under the provisions of Article 73 of the Old Law, the precedent
shall continue to apply.
(6) With respect to the compensation to the employees of the Public Corporation
for casualties on duty or accidents in commutation, which occurred prior to
the date of enforcement of the preceding article, the precedent shall continue
to apply.
(7) With respect to the application of penal provisions to an act committed
prior to the enforcement of the preceding article, the precedent shall continue
to apply.
(8) In addition to the provisions of the preceding paragraphs, necessary transitional
measures in connection with the repeal of the Nippon Telegraph and Telephone
Public Corporation Law shall be stipulated in the applicable cabinet order.
(Exceptions in Method for Calculating Total Number of Outstanding Shares)
Article 13.
(1) With respect to the application of the provisions of Article 4 paragraph
(1), for the time being, in cases of the invitation for subscription or the
issuance of shares by exercising the right to subscribe for new shares, or the
delivery of shares in exchange for acquisition of shares with rights to acquire
new shares or shares with acquisition clause, each number of increased shares
(referred to as "the number of shares not to be included" in the following
paragraph) due to such cases shall not respectively be included in the total
number of outstanding shares in the provisions of Article 4 paragraph (1).
(2) In cases where split-up or consolidation of shares has occurred after the
increase of shares stipulated in the preceding paragraph, the number calculated
by the number of shares not to be included multiplied by the ratio of split-up
or consolidation (where split-up or consolidation of shares has occurred more
than two steps, the ratio corresponding to multiplied ratio of each step) shall
be the number of shares not to be included in the total number of outstanding
shares in the same paragraph.
(Exceptions for Authorization of Invitation for Subscription, Etc. of the
Company)
Article 14.
(1) The Company, for the time being, may invite new subscriptions or deliver
shares (except own shares) upon exchange of shares without authorization under
Article 4 paragraph (2) until the increase of the number of new shares issued
through the invitation for subscription or the delivery of shares (except own
shares) upon exchange of shares reaches the number stipulated in the applicable
ordinance of MIC. In this case, the Company shall report this matter in advance
to the Minister in accordance with the applicable ordinance of MIC.
(2) When the Minister intends to establish the ministerial ordinance in accordance
with the former part in the preceding paragraph, the Minister shall consult
with the Minister for Finance.
(Penal Provisions)
Article 15.
A director or auditor of the Company who failed to report or made false reports
in violation of the provisions of preceding article paragraph (1) shall be punishable
and liable to a fine not exceeding one million yen.
(Delivery of Money, Etc.)
Article 16.
(1) Nippon Telegraph and Telephone East Corporation (hereinafter in this article
referred to as "NTT East") shall, in order to ensure that the level
of the specified interconnection charges (referring to those pertaining to telephone
services among interconnection charges as stipulated in Article 33 paragraph
(2) of the Telecommunications Business Law and which are specified in the applicable
ordinance of MIC. The same shall apply in this article.) of NTT East be on the
same level of the specified interconnection charges of Nippon Telegraph and
Telephone West Corporation (hereinafter in this article referred to as "NTT
West") during the period specified in the applicable ordinance of MIC,
deliver the specified amount of money calculated by the method specified in
the applicable ordinance of MIC as money to cover part of costs necessary for
interconnection services of NTT West.
(2) The specified interconnection charges of NTT East and NTT West during the
period specified in the applicable ordinance of MIC specified in the preceding
paragraph shall, in accordance with the method specified in the applicable ordinance
of MIC, calculated based upon the amount of money by adding together costs pertaining
to the specified interconnection charges of NTT East and NTT West. In this case,
said specified interconnection charges shall be deemed to be in compliance with
Article 33 paragraph (4) item ii).
Supplementary Provisions (Excerpt)
(Law No. 9 of March 30, 1985)
(Effective Date)
Article 1.
This Law shall come into force as from April 1, 1985.
Supplementary Provisions (Law No. 50 of June 27, 1989)
(Excerpt)
(Effective Date)
Article 1.
This Law shall come into force as from April 1, 1990.
Supplementary Provisions (Law No. 65 of June 29, 1990)
(Excerpt)
This Law shall come into force as from the effective date of the Law to Amend
the Commercial Code, Etc.
(Transitional Measure Concerning Application of the Penal Provisions)
Article 42.
With respect to the application of the penal provisions concerning the offense
prior to the effective date of this Law, and the offenses which shall be dealt
with as precedents under the provisions of Article 3 and Article 12 of the Supplementary
Provisions of the Law to Amend the Commercial Code, Etc. (including cases where
Article 10 shall, mutatis mutandis, apply to) after the effective date of this
Law shall be dealt with as precedents.
Supplementary Provisions (Law No. 61 of May 27, 1992) (Excerpt)
This Law shall come into force within three months from the day of promulgation
as provided for under the applicable cabinet order.
Supplementary Provisions (Law No. 63 of June 14, 1993)
(Excerpt)
This Law shall come into force as from the effective date of the Law to Amend
the Commercial Code, Etc.
Supplementary Provisions (Law No. 98 of June 20, 1997)
(Excerpt)
(Effective Date)
Article 1.
This Law shall come into force as from the date not exceeding eighteen months
from its promulgation as provided for under the applicable cabinet order. However,
articles from the following article through Article 7 of the Supplementary Provisions,
and from Article 12 (excluding paragraph (4) and paragraphs (6) through (8))
through Article 17 of the Supplementary Provisions, and Article 20 of the Supplementary
Provisions shall come into force as from the day of promulgation.
(Restructuring of Nippon Telegraph and Telephone Corporation)
Article 2.
(1) The Government shall incorporate East Nippon Telegraph and Telephone Corporation
and West Nippon Telegraph and Telephone Corporation (hereinafter referred to
as "the Regional Companies"), thereby the business which falls under
the regional telecommunications business stipulated in Article 2 paragraph (3)
item i) of the Law Concerning Nippon Telegraph and Telephone Corporation, Etc.
as amended by this Law (hereinafter referred to as "the New Law")
among domestic telecommunications businesses operated by Nippon Telegraph and
Telephone Corporation (hereinafter referred to as "the Company") shall
be succeeded to by the Regional Companies respectively.
(2) The Government shall arrange for the new joint stock company to be incorporated
by the Company by the effective date of this Law to succeed to other domestic
telecommunications businesses operated by the Company excluding those businesses
as succeeded to the Regional Companies under the provisions of the preceding
paragraph.
(3) The Government shall arrange for the Regional Companies or the joint stock
company of the preceding paragraph (hereinafter referred to as "the Long-Distance
Company"), in addition to businesses as provided for under the preceding
two paragraphs, to succeed to other businesses among businesses operated by
the Company, which are deemed to be appropriate to operate together with the
business succeeded to the Regional Companies or the Long-Distance Company under
the provisions of the two preceding paragraphs.
(Basic Policy)
Article 3.
(1) The Minister of Posts and Telecommunications shall establish the basic policy
concerning the business succession and succession of rights and obligations
(hereinafter referred to as "the Basic Policy") so that the businesses
operated by the Company can be succeeded to appropriately and smoothly by the
Regional Companies and the Long-Distance Company (hereinafter referred to as
"the Succeeding Companies").
(2) The Basic Policy shall contain the basic matters concerning the following
items:
i) The date of business succession by the Succeeding Companies.
ii) Types of and its scope of the telecommunications businesses to be succeeded to by the Succeeding Companies
iii) Research activities concerning the telecommunications technologies to be succeeded to by the Succeeding Companies
iv) Assets, debts, and other rights and obligations to be succeeded to by the Succeeding Companies
v) Necessary matters for ensuring fair competition in the field of telecommunications upon business succession by the Succeeding Companies
vi) Other matters concerning appropriate and smooth business succession by the Succeeding Companies
(Implementation Plan)
Article 4.
(1) Upon establishment of the Basic Policy, the Minister of Posts and Telecommunications
shall issue instructions to the Company to prepare each Succeeding Company's
implementation plan, in accordance with the applicable ordinance of the Ministry
of Posts and Telecommunications, concerning the business succession and succession
of rights and obligations (hereinafter referred to as "the Implementation
Plan").
(2) The matters as specified under the provisions of each item of paragraph
(2) of the preceding article shall be contained in the Implementation Plan.
(3) The Company, upon receipt of instructions under the provisions of paragraph
(1), shall prepare the Implementation Plan pursuant to the Basic Policy within
a period provided for by the Minister of Posts and Telecommunications and obtain
authorization from the Minister of Posts and Telecommunications.
(4) When the Company intends to change the Implementation Plan, the Company
shall obtain authorization from the Minister of Posts and Telecommunications.
(Incorporation of the Regional Companies)
Article 5.
(1) The Minister of Posts and Telecommunications shall appoint members of an
organizing committee for each Regional Company and shall have them function
as promoters of said Regional Company.
(2) The organizing committee shall prepare the articles of incorporation and
shall obtain authorization thereof from the Minister of Posts and Telecommunications.
(3) The matters specified in each item of Article 168-2 of the Commercial Code
(Law No. 48 of 1899) with respect to shares to be issued at the time of incorporation
of the Regional Company(ies) shall be stipulated in the articles of incorporation
of the Regional Company(ies).
(4) With respect to shares to be issued at the time of incorporation of the
Regional Companies, the amount exceeding one-half of the total amount of the
issue-prices of the shares may not, notwithstanding the provisions of the operative
part of Article 284-2 paragraph (2) of the Commercial Code, be capitalized.
In this case, "this Code" in paragraph (1) of the same article shall
be read as "this Code or the Law to Amend the Nippon Telegraph and Telephone
Corporation Law (Law No. 98 of 1997)".
(5) The Company shall accept all shares to be issued at the time of incorporation
of the Regional Companies, and the organizing committees shall allocate all
the shares to the Company.
(6) The Company shall contribute its assets to the Regional Companies at the
time of incorporation of the Regional Companies pursuant to the provisions of
the Implementation Plan as authorized under the provisions of preceding article
paragraph (3) of the preceding article (in cases where authorization under the
provisions of the same article paragraph (4), the revised Implementation Plan
(hereinafter referred to as "the Succeeding Plan")). In this case,
the provisions of Article 13 of the Nippon Telegraph and Telephone Company Law
(hereinafter referred to as "the Old Law"), prior to the amendment
by this amended Law, shall not apply.
(7) With respect to the application of the provisions of Article 180 paragraph
(1) of the Commercial Code pertaining to the incorporation of the Regional Companies,
"payment and contribution-in-kind under the provisions of Article 177"
in the same paragraph shall be read as "allocation of shares under the
provisions of Article 5 paragraph (5) of the Supplementary Provisions of the
Law to Amend the Nippon Telegraph and Telephone Corporation Law (Law No. 98
of 1997)".
(8) No resolution of amendments to the articles of incorporation at the inaugural
general meeting(s) of the Regional Company(ies) shall come into force without
authorization from the Minister of Posts and Telecommunications.
(9) The performance with respect to the contribution-in-kind by the Company
under the provisions of paragraph (6) shall be made at the effective time of
this Law and the Regional Companies shall be incorporated at such time notwithstanding
the provisions of Article 57 of the Commercial Code.
(10) The transfer by the Company under the provisions of paragraph (6) shall
be performed at the time of incorporation of the Regional Companies.
(11) Notwithstanding the provisions of Article 188 paragraph (1) of the Commercial
Code, the Regional Companies shall, upon its incorporation, perform the registration
of its incorporation without delay.
(12) The provisions of Article 167, Article 168 paragraph (2) and Article 181
of the Commercial Code shall not apply to the incorporation of the Regional
Companies.
(Incorporation of the Long-Distance Company, Etc.)
Article 6.
(1) The Company shall accept the following shares issued by the Long-Distance
Company:
i) All shares issued by the Long-Distance Company at the time of its incorporation
ii) All shares issued by the Long-Distance Company in accordance with the Succeeding Plan
(2) The Company shall contribute or transfer its assets to the Long-Distance
Company in accordance with the Succeeding Plan. In this case, the provisions
of the Article 13 of the Old Law shall not apply.
(3) The performance pertaining to the contribution-in-kind and transfer by the
Company under the provisions of the preceding paragraph (limited to acceptance
of the shares under the provisions of paragraph (1) item ii)) shall be made
at the effective time of this Law.
(4) With respect to the shares under the provisions of paragraph (1), the provisions
of paragraph (4) of the preceding article shall apply mudatis mutandis.
(5) In the case of issuance of the shares at the time of incorporation of the
Long-Distance Company, the provisions of Article 173 of the Commercial Code
shall not apply, and in the case of issuance of the shares pursuant to the provisions
of paragraph (1) item ii) and the provisions of Article 246 paragraph (2) and
Article 280-8 of the same law shall not apply.
(Succession of the Business, Etc.)
Article 7.
The Regional Companies, at the time of incorporation, and the Long-Distance
Company, at the effective time of this Law, shall succeed to the businesses,
and the rights and obligations related to said businesses under the provisions
of each Succeeding Plan from the Company in accordance with the Succeeding Plan.
Article 8.
(1) With regard to the businesses which have been operated by the Company at
the effective time of this Law, with authorization under the provisions of Article
1 paragraph (2) of the Old Law, and which are stipulated in the provisions of
the Succeeding Plan as the businesses to be succeeded to by the Regional Companies,
they shall be regarded as the businesses authorized under the provisions of
Article 2 paragraph (4) item i) of the New Law at the time of incorporation
of the Regional Companies.
(2) The Company may, for the time being, continue to operate the businesses
which have been operated by the Company at the effective time of this Law, and
which are excluded from the businesses to be succeeded to by the Succeeding
Companies under the provisions of the Succeeding Plan (except the businesses
under the provisions of Article 2 paragraph (1) of the New Law).
(Joint and Several Liabilities Related to Liabilities Pertaining to Corporate
Debentures)
Article 9.
(1) With respect to liabilities pertaining to the outstanding corporate debentures
at the effective time of this Law, the Company and the Succeeding Companies
shall be jointly and severally liable for the payment.
(2) In the case of the preceding paragraph, holders of corporate debentures
of the Company shall, with respect to the assets of the Company and the Succeeding
Companies, have the preemptive rights to have their claims satisfied, in preference
to other creditors.
(3) The order of the preemptive rights in the preceding paragraph shall be next
to the general preemptive rights under the provisions of the Civil Code (Law
No. 89 of 1896).
(Transitional Measures Concerning Business Plans of the Regional Companies)
Article 10.
With respect to the business plan of the business year to which the date of
incorporation of the Regional Companies belongs, "immediately prior to
every business year" in Article 12 of the New Law shall be read as "after
incorporation of the Regional Companies without delay".
(Subsidy)
Article 11.
East Nippon Telegraph and Telephone Corporation (hereinafter referred to as
"NTT East") may, in cases where financial stabilization of West Nippon
Telegraph and Telephone Corporation (hereinafter referred to as "NTT West")
is required, subsidize a sum of money to NTT West, within the amount stipulated
under the applicable ordnance of the MIC, necessary for business operations
of NTT West as a disposition of NTT East's profits pertaining to each business
year which ends within three years after the incorporation of NTT East.
(Transitional Measures Concerning Application of Tax-related Laws and Regulations)
Article 12.
(1) No real estate acquisition taxes or special land holding taxes to be imposed
on acquisition of land, or automobile acquisition taxes shall be imposed on
the Succeeding Companies' acquisition of real estates or automobiles pertaining
to the contribution-in-kind or transfer by the Company pursuant to the provisions
of Article 5 paragraph (6) or Article 6 paragraph (2) of the Supplementary Provisions.
(2) With respect to the land which is acquired and continuously held by the
Succeeding Companies pertaining to the contribution-in-kind or transfer by the
Company under the provisions of Article 5 paragraph (6) or Article 6 paragraph
(2) of the Supplementary Provisions, no special land holding taxes shall be
imposed on the land which was acquired by the Company under the provisions of
Article 3 paragraph (8) of the Supplementary Provisions of the Old Law (limited
to the land acquired by Nippon Telegraph and Telephone Public Corporation before
dissolution in accordance with the provisions of Article 4 paragraph (1) of
the Supplementary Provisions of the Old Law prior to January 1, 1969 (with respect
to the land located in Okinawa Prefecture, limited to the land acquired prior
to April 1, 1972)).
(3) With respect to the land which is acquired and continuously held by the
Succeeding Companies pertaining to the contribution-in-kind or transfer by the
Company under the provisions of Article 5 paragraph (6) or Article 6 paragraph
(2) of the Supplementary Provisions, no special land holding taxes shall be
imposed on the land if more than ten years have elapsed as of January 1 of the
year during which the Succeeding Companies are required to pay the tax by self-assessment
under the provisions of Article 599 paragraph (1) of the Local Taxation Law
(Law No. 226 of 1950) after the Company acquired said land.
(4) With respect to the depreciation assets acquired by the Succeeding Companies
pertaining to the contribution-in-kind or transfer by the Company under the
provisions of Article 5 paragraph (6) or Article 6 paragraph (2) of the Supplementary
Provisions, the basis of assessment of real estate tax to which the special
tax rate applies and still within an effective period on the preceding day of
the effective date of this Law (hereinafter referred to as "the effective
date") under the provisions of: Article 15 paragraph (27) though paragraph
(30) of the Supplementary Provisions of the Local Taxation Law; Article 6 paragraph
(15) through paragraph (17) of the Supplementary Provisions of the Law to Amend
the Local Taxation Law, Etc. (Law No. 12 of 1996); Article 15 paragraph (30)
of the Supplementary Provisions of the Local Taxation Law before the amendment
pursuant to the provisions of Article 1 of the same Law which shall be read
as still effective under the provisions of paragraph (18) of the same article,
or the provisions of Article 6 paragraph (11) or paragraph (12) of the Law to
Amend the Local Taxation Law, Etc. (Law No. 28 as of 1998), shall follow the
precedent during the period to which the special tax rate applies.
(5) In the case of contribution-in-kind or transfer of the property from the
Company to the Regional Companies under the provisions of Article 5 paragraph
(6) of the Supplementary Provisions, and the case of contribution-in-kind or
transfer of the property from the Company to the Long-Distance Company under
the provisions of Article 6 paragraph (2) of the Supplementary Provisions, no
registration license taxes shall be imposed on the registration of said property
in accordance with the applicable cabinet order.
(6) No registration license taxes shall be imposed on the registration of incorporation
as required for the Regional Companies under the provisions of Article 5 paragraph
(11) of the Supplementary Provisions.
(7) Within the amount of money subsidized to NTT West (hereinafter referred
to as "the amount of subsidization") by NTT East under the provisions
of the preceding article as a disposition of the settled profits related to
each business year which ends within three years after the incorporation of
NTT East (limited to only the business year of which ending date is the same
as the ending date of the business year of the NTT West (hereinafter referred
to as "the applicable business year")), the amount of money not exceeding
the amount of deficit (which shall be equal to the deficit under the provisions
of Article 2 paragraph (19) of the Corporate Tax Law (Law No. 34 of 1965) in
cases where the amount of money equivalent to said amount of subsidization is
excluded from its profits) in the corresponding business year of NTT West (meaning
the business year whose ending date is the same as said applicable business
year; the same shall apply hereinafter) shall be deductible in the accounting
of said applicable business year. In this case, with respect to the application
of the provisions of Article 37 of the same law to NTT East, "the accounted
amount" in paragraph (1) of the same article shall be read as "except
the accounted amount (the amount of money under the provisions of Article 12
paragraph (7) of the Supplementary Provisions of the Law to Amend the Nippon
Telegraph and Telephone Corporation Law (Law No. 98 as of 1997) within the amount
of deficit equal to the amount of subsidization (in the following paragraph
referred to as "the amount of subsidization deductible"))", and
"excluding the amount of contributions" in paragraph (2) of the same
article shall be read as "except the amount of donations and the amount
of subsidization deductible".
(8) The amount of money, which is booked as a disposition in the settlement
of the account in the applicable business year of NTT East, and which is equivalent
to the amount of subsidization, shall be regarded as the amount of income of
the corresponding business year of NTT West.
(9) In addition to the provisions of the preceding two paragraphs, necessary
matters concerning application of the provisions related to the corporate tax
imposed on the Company and the Succeeding Companies in connection with the incorporation
of the Succeeding Companies shall be stipulated in the applicable cabinet order.
Article 13. Deleted.
(Capital Subscription to the Corporation Operating International Telecommunications
Business)
Article 14.
The Company may subscribe for capital in a juridical person operating international
telecommunications business with authorization from the Minister of Posts and
Telecommunications prior to the effective date of this Law.
(Order Concerning the Succession of the Business, Etc.)
Article 15.
In order to enforce the provisions of Article 2 and Article 4 through Article
7 of the Supplementary Provisions, the Minister of Posts and Telecommunications,
if necessary, may issue an order to the Company to the extent necessary.
Article 16. Deleted.
(Penal Provisions)
Article 17.
(1) In case of violation as set forth in any of the following items, a corporate
director or auditor of the Company shall be liable to a fine not exceeding one
million yen:
i) When the Company subscribes for capital in a juridical person operating international telecommunications business against the provisions of Article 14 of the Supplementary Provisions
ii) When the Company acted against the order under the provisions of Article 15 of the Supplementary Provisions
(Transitional Measures Concerning Application of the Telecommunications
Business Law)
Article 18.
(1) Upon incorporation of the Regional Companies, and with regard to the Long-Distance
Company upon effectuation of this Law, Type I telecommunications business operated
by the Company and to be succeeded to by the Succeeding Companies under the
provisions of the Succeeding Plan, shall be regarded as the businesses permitted
to the Regional Companies and the Long-Distance Company, respectively under
the provisions of Article 9 paragraph (1) of the Telecommunications Business
Law (Law No. 86 of 1984).
(2) The Succeeding Companies, with respect to the businesses regarded as the
permitted business under the provisions of Article 9 paragraph (1) of the Telecommunications
Business Law, shall submit documents stating items set forth in each items in
paragraph (2) of the same article within one month as from the effective date
of this Law to the Minister of Posts and Telecommunications. In this case, the
provisions of Article 13 and Article 14 of the same law shall apply to items
stated in said documents which are deemed to be pursuant to the same paragraph.
(3) The Succeeding Companies, with respect to the items required for the authorization
or notification concerning terms and conditions of the telecommunications service
under the provisions of Article 31 or Article 31-2 of the Telecommunications
Business Law, shall submit an application form for authorization or submit a
notification within tree months as from the effective date of this Law. In this
case, said Succeeding Companies may provide the telecommunications services
as based upon the same terms and conditions as those provided at the effective
time of this Law, until the decision for said application for authorization
to be made or until said notification to be submitted.
(Transitional Measures Concerning Application of Relevant Laws and Regulations)
Article 19.
(1) Each of permission, authorization or license for the Company listed in the
fourth column granted by the person listed in the third column pursuant to the
provisions listed in the second column of the Law listed in the first column
of the following table shall be regarded as permission, authorization or license
listed in the fifth column in said table for the Succeeding Companies which
succeeded to the rights and obligations pertaining to said permission, authorization
or license granted by the person listed in the third column pursuant to the
provisions listed in the second column under the provisions of Article 7 of
the Supplementary Provisions.
(2) The approval or permission related to the hospitals or clinics owned by
the Company being approved or permitted by prefectural governors under the provisions
of Article 4 paragraph (1) or Article 7 paragraph (1) of the Medical Treatment
Law (Law No. 205 of 1948) prior to the effective date of this Law shall be regarded
as the approval or permission related to the hospitals or clinics owned by the
Succeeding Companies which succeeded to the rights and obligations pertaining
to said approval or permission being approved by the prefectural governors under
the provisions of Article 7 of the Supplementary Provisions.
(3) The designation concerning the hospitals made by prefectural governors with
consent of the Company under the provisions of the following laws prior to the
effective date of this Law shall be regarded as the designation concerning the
hospitals being made by the prefectural governors with consent of the Succeeding
Companies which succeeded to the rights and obligations pertaining to said hospitals.
i) Article 19-2 paragraph (1) of the Law Concerning Welfare of People with Disabilities (Law No. 283 of 1949)
ii) Article 49 of the Daily Life Protection Law (Law No. 144 of 1950)
iii) Article 36 paragraph (1) of the Tuberculosis Prevention Law (Law No. 96 of 1951)
iv) Article 19 paragraph (1) of the Law Concerning Protection for Atomic Bomb Victims (Law No. 117 of 1994)
(4) The notification submitted to the person listed in the second column of
the following table by the Company under the provisions of the Law listed in
the first column prior to the effective date of this Law shall be regarded as
the notification submitted to the person listed in the second column of said
table by the Succeeding Companies which succeeded to the rights and obligations
pertaining to said notification under the provisions of Article 7 of the Supplementary
Provisions.
Column 1 | Column 2 | |
i) | Article 21 paragraph (1) of the National Park Law | Prefectural Governor |
ii) | Article 31 paragraph (1) of the Maritime Traffic Safety Law | Director General of the Japanese Maritime Safety Agency (Japan Coast Guard) |
(5) The status as an expected occupant for common-use cable tunnel, under the
provisions of the Article 5 paragraph (2) of the Special Measures Law Concerning
Preparation, Etc. for Common-Use Cable Tunnel, pertaining to the application
for the permission submitted to the road administrator by the Company under
the provisions of Article 4 paragraph (1) of the same law shall be succeeded
by the Succeeding Companies which succeeded to the rights and obligations pertaining
to said application under the provisions of Article 7 of the Supplementary Provisions.
(Entrustment to Cabinet Order)
Article 20.
In addition to the provisions of Article 2 through the preceding article of
the Supplementary Provisions, transitional measures and other matters necessary
for this Law to take effect shall be provided for under the applicable cabinet
order.
(Transitional Measures Concerning the Application of the Penal Provisions)
Article 21.
With respect to the application of penal provisions to acts committed prior
to the enforcement of this Law, the provisions then in force shall remain applicable.
Supplementary Provisions (Law No. 24 of March 31,
1998) (Excerpt)
(Day of enforcement)
Article 1.
This Law shall come into force as from April 1, 1998.
Supplementary Provisions (Law No. 27 of March 31,
1998) (Excerpt)
(Day of Enforcement)
Article 1.
This Law shall come into force as from April 1, 1998.
Supplementary Provisions (Law No. 160 of December
22, 1999) (Excerpt)
(Day of Enforcement)
Article 1.
This Law (except Article 2 and Article 3) shall come into force as from January
6, 2001.
Supplementary Provisions (Law No. 91 of May 31, 2000)
(Excerpt)
(Day of Enforcement)
(1) This Law shall come into force as from the day of enforcement of the Law
to Amend the Commercial Code, Etc. (Law No. 90 of 2000).
(Transitional Measures)
(2) In the case of the day of enforcement of this Law is the day before the
day of enforcement of the provisions of Article 8 of the Supplementary Provisions
of the Law Concerning the Independent Administrative Institution Center for
Food Quality, Labeling and Consumer Services (Law No. 183 of 1999), "Article
27" in the amended provisions of Article 19-5-2, Article 19-6 paragraph
(1) and Article 27 of the Law Concerning Standardization and Proper Labeling
of Agricultural and Forestry Products shall be read as "Article 26".
Supplementary Provisions (Law No. 6 of March 30, 2001)
(Excerpt)
(Day of Enforcement)
Article 1.
This Law shall come into force as from March 31, 2001.
Supplementary Provisions (Law No. 62 of June 22, 2001)
(Excerpt)
(Day of Enforcement)
Article 1.
This Law shall be come into force as from the date not exceeding six months
from the day of promulgation specified in the applicable cabinet order.
(Transitional Measures Concerning the Application of the Penal Provisions)
Article 4.
With respect to the application of penal provisions to acts committed prior
to the enforcement of this Law, the provisions then in force shall remain applicable.
(Delegation of Other Transitional Measures to Cabinet Order)
Article 5.
In addition to the provisions of this Supplementary Provisions, other necessary
transitional measures (including the transitional measures concerning the penal
provisions) required for this Law to take effect shall be specified in the applicable
cabinet order.
(Review)
Article 6.
The Government shall review the status of legal system pertaining to telecommunications
including the classification pertaining to telecommunications and broadcasting,
taking into account the implementation status of the provisions as amended by
this Law, technologies pertaining to the Internet and other advanced information
and telecommunications networks and trends in use thereof and changes in socioeconomic
climates in Japan and foreign countries, and taking into consideration facilitation
of international telecommunications business and improvement of international
competitiveness of Japanese telecommunications technologies, and shall take
necessary measures for preparing legal frameworks, etc. based on the conclusion
of the review.
Supplementary Provisions (Law No. 129 of November
28, 2001) (Excerpt)
(Day of Enforcement)
(1) This Law shall come into force as from April 1, 2002.
(Transitional Measures Concerning the Application of the Penal Provisions)
(2) The application of the penal provisions, with respect to the offense prior
to the enforcement of this Law and the case deemed to which the provisions then
in force shall remain applicable under the provisions of this Law, the provisions
then in force shall remain applicable.
Supplementary Provisions (Law No. 45 of May 29, 2002)
(Day of Enforcement)
(1) This Law shall come into force as from the date specified in the applicable
cabinet order within a period not exceeding one year from the day of promulgation.
(Transitional Measures)
(2) In the case where the day of enforcement of this Law is a day before the
day of enforcement of the provisions of Article 2 of the "Law to Amend
Part of the Japan Agricultural Cooperatives Law, Etc. (Law No. 94 of 2001)",
"Article 30 paragraph (12)" in the amendment provisions of Article
30 paragraph (12) of the Japan Agricultural Cooperatives Law referred to in
Article 9 shall be read as "Article 30 paragraph (11)".
Supplementary Provisions (Law No. 125 of July 24,
2003) (Excerpts)
(Day of Enforcement)
Article 1.
This Law shall come into force as from the date specified in the applicable
cabinet order within a period not exceeding nine months from the day of promulgation.
However, the provisions in the following items shall come into force as of the
day specified in said respective items.
1. The provisions of the following article and Article 17 through Article 19
of the Supplementary Provisions shall come into force as of the day of promulgation.
2. The amendment provisions in Article 3 to add an article to the Supplementary
Provisions of the Law Concerning Nippon Telegraph and Telephone Corporation,
Etc. (referred to as the Corporation Law in the following item and
Article 16 of the Supplementary Provisions) and the provisions of Article 16
of the Supplementary Provisions shall come into force as from the date specified
in the applicable cabinet order within a period not exceeding three months from
the day of promulgation.
3. The provisions in Article 2, the amendment provisions in Article 3 to amend
Article 11 paragraph (2) of the Corporation Law, and the provisions of Article
6 through Article 15, Article 21 through Article 31 of the Supplementary Provisions,
Article 34 through Article 41 of the Supplementary Provisions and Article 44
through Article 48 of the Supplementary Provisions shall come into force as
from the date specified in the applicable cabinet order within a period not
exceeding one year calculating from the day of promulgation.
(Transitional Measures Accompanying the Amendment to the Law Concerning
Nippon Telegraph and Telephone Corporation, Etc.)
Article 16.
With respect to the application of Article 16 of the Supplementary Provisions
of the revised Corporation Law during a period from the day of enforcement of
said amendment provisions in Article 3 to add an article to the Supplementary
Provisions of the Corporation Law through the day before the day of enforcement
of the revised Corporation Law, "Article 33 paragraph (2)" in Article
16 paragraph (1) of the Supplementary Provisions of the Corporation Law shall
be read as "Article 38-2 paragraph (2)" and "Article 33 paragraph
(4) item ii)" in Article 16 paragraph (2) of the Supplementary Provisions
of the Corporation Law shall be read as "Article 38-2 paragraph (3) item
ii)".
Supplementary Provisions (Law No. 88 of June 9, 2006)
(Excerpts)
(Day of Enforcement)
Article 1.
This Law shall come into force as from the date specified in the applicable
cabinet order within a period not exceeding five years from the day of promulgation
(hereinafter referred to as the Day of Enforcement).
(Transitional Measures Concerning the Application of the Penal Provisions)
Article 134.
With respect to the application of the Penal Provisions to acts that have been
committed prior to the enforcement of this Law, and the application of the Penal
Provisions to acts committed after the enforcement of this Law in the cases
where the provisions then in force shall remain applicable under the provisions
of these Supplementary Provisions and where the provisions then in force shall
remain applicable under the provisions of these Supplementary Provisions, the
provisions then in force remain applicable.
(Entrustment of Other Transitional Measures to Cabinet Orders)
Article 135.
In addition to the transitional measures specified in these Supplementary Provisions,
other transitional measures necessary for the enforcement of this Law shall
be specified in the applicable cabinet order.
(Review)
Article 136.
After five years have elapsed from the enforcement of this Law, the government
shall review the settlement system for trade of stocks, etc. revised by this
Law and if the government deems that necessary measures shall be taken as a
result of such review, while taking into account the progress in implementation
of the revised provisions pursuant to this Law and changes, etc. in socioeconomic
circumstances, the government shall take necessary measures based upon the results
of the review.
Supplementary Provisions (Law No. 87 of July 26, 2005)
(Excerpts)
This Law shall come into force as from the day of enforcement of the Corporation Law.