Jurisdiction - Japan
Reports and Analysis
Japan – Amendment To Insider Trading Regulations.

25 November, 2012


Legal News & Analysis – Asia Pacific – Japan – Regulatory & Compliance


On 6 September, the Japanese Diet passed a bill for partial amendment to the Financial Instruments and Exchange Act, which includes an amendment to the insider trading regulations.


The key points of the amendment are as follows: 
• the insider trading regulations will apply to a transfer of shares by way of a merger or company split (subject to certain exceptions), which is not currently subject to the insider trading regulations; and
• the insider trading regulations will not apply to a transfer of treasury shares as consideration of a merger, company split, business transfer or share
exchange, which is currently subject to the regulations.
The new regulations will come into force as of the date specified by the Cabinet Order, which shall be no later than one year after the date of the enactment of the
relevant act. 
Amendment to the Securities Registration Statement required of a foreign company
On 28 September, the Cabinet Office Ordinance for amendment to the disclosure regulations was promulgated, which includes an amendment to the Securities Registration Statement to be submitted by a foreign company.
The Cabinet Office Ordinance permits a foreign company to limit its financial information to be included in the Securities Registration Statement to that for the most recent three business years, instead of five business years under the previous regulations. 
The Cabinet Office Ordinance came into force as of 1October.



For further information, please contact:


Kensuke Inoue, Partner, Ashurst

[email protected]

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