76-399: Subaru Corporation ( 株式会社 SUBARU ( スバル ) , Kabushiki-gaisha Subaru ) , formerly Fuji Heavy Industries, Ltd. ( 富士重工業株式会社 , Fuji Jūkōgyō Kabushiki gaisha ) , is a Japanese multinational corporation and conglomerate primarily involved in both terrestrial and aerospace transportation manufacturing. It is best known for its line of Subaru automobiles. Founded in 1953,
152-531: A ⟨k⟩ , is often used, but the original Japanese pronunciation is kabushiki gaisha , with a ⟨g⟩ , owing to rendaku . A kabushiki gaisha must include " 株式会社 " in its name (Article 6, paragraph 2 of the Companies Act). In a company name, " 株式会社 " can be used as a prefix (e.g. 株式会社 電通 , kabushiki gaisha Dentsū , a style called 前株 , mae-kabu ) or as a suffix (e.g. トヨタ自動車 株式会社 , Toyota Jidōsha kabushiki gaisha ,
228-423: A (so-called) "close company" ( 非公開会社 , hi-kōkai gaisha ) , in which case the company (e.g. its board of directors or a shareholders' meeting, as defined in the articles of incorporation) must approve any transfer of shares between shareholders; this designation must be made in the articles of incorporation. The articles must be sealed by the incorporator(s) and notarized by a civil law notary , then filed with
304-597: A Bill of Rights, and authorized judicial review . On gender equality, women were enfranchised for the first time in the 1946 election , and the Civil Code provisions on family law and succession were systematically revised. Laws also legalized labor unions, reformed the education system, and dissolved business conglomerates ( Zaibatsu ). Capital punishment was kept as a punishment for certain serious crimes. However, Japan retained its civil law legal system and did not adopt an American common law legal system. Therefore,
380-511: A K.K. is carried out by one or more incorporators ( 発起人 , hokkinin , sometimes referred to as "promoters") . Although seven incorporators were required as recently as the 1980s, a K.K. now only needs one incorporator, which may be an individual or a corporation. If there are multiple incorporators, they must sign a partnership agreement before incorporating the company. The purpose statement requires some specialized knowledge, as Japan follows an ultra vires doctrine and does not allow
456-468: A K.K. must have a board of directors ( 取締役会 , torishimariyaku kai ) consisting of at least three individuals. Directors have a statutory term of office of two years, and auditors have a term of four years. Small companies can exist with only one or two directors, with no statutory term of office, and without a board of directors ( 取締役会非設置会社 , torishimariyaku-kai hi-setchi-gaisha ) . In such companies, decisions are made via shareholder meeting and
532-477: A K.K. to act beyond its purposes. Judicial or administrative scriveners are often hired to draft the purposes of a new company. Additionally, the articles of incorporation must contain the following if applicable: Other matters may also be included, such as limits on the number of directors and auditors. The Corporation Code allows a K.K. to be formed as a "stock company that is not a public company" ( 公開会社でない株式会社 , kōkai gaisha denai kabushiki gaisha ) , or
608-537: A large number of refugees who were exiled or forced to escape from their homelands. Immigrants to Japan may have included privileged classes, such as experienced officials and excellent technicians who were hired in the Japanese court, and were included in the official rank system which had been introduced by the immigrants themselves. It is conceivable – but unknown – that other legal institutions were also introduced, although partially rather than systematically, and this
684-432: A lesser extent, English and American common law elements. Chinese-style criminal codes (Ming and Qing codes ) and past Japanese codes ( Ritsuryo ) were initially considered as models but abandoned. European legal systems – especially German and French civil law – were the primary models for the Japanese legal system, although they were often substantially modified before adoption. Court cases and subsequent revisions of
760-451: A minor issue when deciding how to structure a business in Japan. As all publicly traded companies follow the K.K. structure, smaller businesses often choose to incorporate as a K.K. simply to appear more prestigious. In addition to income taxes, K.K.s must also pay registration taxes to the national government and may be subject to local taxes. Generally, the power to bring actions against
836-511: A more powerful polity and a more developed legal system than the unofficial clan law of the struggling clan chiefs was required effectively to govern the society as a whole. Yamatai must have been the first central government which succeeded in securing the required power through the leadership of Queen Himiko, who was reputed to be a shaman. This leads to the assertion that Yamatai had its own primitive system of law, perhaps court law, which enabled it to maintain government over competing clan laws. As
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#1732779896129912-513: A price of less than ¥50,000 per share (effective 1982-2003 ), or operate with paid-in capital of less than ¥10 million (effective 1991–2005). On June 29, 2005, the Diet of Japan passed a new Companies Act ( 会社法 , kaisha-hō ) , which took effect on May 1, 2006. A kabushiki gaisha may be started with capital as low as ¥1, making the total cost of a K.K. incorporation approximately ¥240,000 (about US$ 2,500) in taxes and notarization fees. Under
988-498: A result, the whole legal system formed a primitive legal pluralism of court law and clan law. It can also be asserted that this whole legal system was ideologically founded on the indigenous postulate which adhered to the shamanistic religio-political belief in polytheistic gods and which was called kami and later developed into Shintoism . Two qualifications can be added to these assertions. First, some Korean law must have been transplanted, albeit unsystematically; this can be seen by
1064-454: A style called 後株 , ato-kabu ). Many Japanese companies translate the phrase " 株式会社 " in their name as " Company, Limited "—this is very often abbreviated as " Co., Ltd. "—but others use the more Americanized translations "Corporation" or "Incorporated". Texts in England often refer to kabushiki kaisha as " joint stock companies ". While that is close to a literal translation of the term,
1140-584: Is The Record on the Men of Wa, which was found in the Wei History, describing the Japanese state called Yamatai (or Yamato) ruled by the Queen Himiko in the second and third centuries. According to this account, Japanese indigenous law was based on the clan system, with each clan forming a collective unit of Japanese society. A clan comprised extended families and was controlled by its chief, who protected
1216-510: Is a type of company ( 会社 , kaisha ) defined under the Companies Act of Japan . The term is often translated as "stock company", " joint-stock company " or "stock corporation". The term kabushiki gaisha in Japan refers to any joint-stock company regardless of country of origin or incorporation; however, outside Japan the term refers specifically to joint-stock companies incorporated in Japan. In Latin script, kabushiki kaisha , with
1292-593: Is also combined into one Unicode character at code point U+337F ㍿ SQUARE CORPORATION , while the parenthesized form can also be represented with a single character, U+3231 ㈱ PARENTHESIZED IDEOGRAPH STOCK as well as parentheses around U+682A 株 CJK UNIFIED IDEOGRAPH-682A and its romanization U+33CD ㏍ SQUARE KK . These forms, however, only exist for backward compatibility with older Japanese character encodings and Unicode and should be avoided when possible in new text. The first kabushiki gaisha
1368-629: Is referred to as a company with a board of statutory auditors ( 監査役会設置会社 , kansayaku-kai setchi-gaisha ) . Close K.K.s may also have a single person serving as director and statutory auditor, regardless of capital or liabilities. A statutory auditor may be any person who is not an employee or director of the company. In practice, the position is often filled by a very senior employee close to retirement, or by an outside attorney or accountant. Japanese law does not designate any corporate officer positions. Most Japanese-owned kabushiki gaisha do not have "officers" per se , but are directly managed by
1444-565: The Ritsuryō (律令), were enacted in Japan, especially during the Taika Reform . Ritsu (律) is the equivalent of today's criminal law , while ryō (令) provides for administrative organization, taxation, and corvée (the people's labor obligations), similar to today's administrative law . Other provisions correspond to modern family law and procedural law . Ritsuryō was strongly influenced by Confucian ethics. Unlike Roman law , there
1520-845: The Camry , beginning in the second quarter of 2007. In June 2014, the company entered into a contract with Boeing Commercial Airplanes , as one of five major Japanese companies contracted, to build parts for Boeing's 777X aircraft . In May 2016, Fuji Heavy Industries announced that it would change its name to Subaru Corporation , with the change effective on April 1, 2017. Subaru has two main divisions: Some products were built in Utsunomiya Sharyo Era(1950-1955). Kabushiki-gaisha A kabushiki gaisha ( Japanese : 株式会社 , pronounced [kabɯɕi̥ki ɡaꜜiɕa] ; lit. ' share company ' ) or kabushiki kaisha , commonly abbreviated K.K. or KK ,
1596-648: The Japanese government during World War II. At the end of World War II, Nakajima was broken up by the Allied Occupation government under keiretsu legislation, and by 1950 part of the separated operation was already known as Fuji Heavy Industries. FHI was incorporated on July 15, 1953, when five Japanese companies, known as Fuji Kogyo, Fuji Jidosha Kogyo, Omiya Fuji Kogyo, Utsunomiya Sharyo, and Tokyo Fuji Sangyo, joined to form one of Japan's largest manufacturers of transportation equipment. By late 1980s,
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#17327798961291672-562: The rakuichi rakuza (楽市・楽座) policy, which dissolved guilds and allowed some free marketplaces, and the principle of kenka ryōseibai (喧嘩両成敗), which punished both sides involved in brawls. In the Edo period (1603–1868), the Tokugawa shogunate established the bakuhan taisei (幕藩体制), a feudal political system. The shogunate also promulgated laws and collection of precedents, such as the Laws for
1748-515: The 1925 reforms. However, cabinets based on party politics were powerless against growing interference by the Japanese military. The army and navy had seats in the cabinet, and their refusal to serve in a cabinet would force its dissolution. A series of rebellions and coups weakened the Diet, leading to military rule by 1936. During the Japanese invasion of China and the Pacific War , Japan
1824-558: The 9th century, the Ritsuryo system began to break down. As the power of the manor lords (荘園領主) grew stronger, the manor lords' estate laws ( honjohō 本所法) began to develop. Furthermore, as the power of the samurai rose, samurai laws (武家法 bukehō ) came to be established. In the early Kamakura period , the power of the imperial court in Kyoto remained strong, and a dual legal order existed with samurai laws and Kuge laws (公家法 kugehō ),
1900-496: The Civil Code in 1896 and 1898. These were called the roppo (six codes) and the term began to be used to mean the whole of Japan's statute law. The roppo thus included administrative law of both central and local government and international law in the treaties and agreements of the new government under the emperor (in addition to former agreements with the United States and other countries, which had been entered into by
1976-649: The Emperor. Reforms in this period include the General Election Law , which abolished property qualifications and allowed almost all men over age 25 to vote for members of the House of Representatives (the lower house), although the House of Peers was still controlled by the aristocracy. Voting rights was never extended to the colonies, like Korea, although colonial subjects who moved to Japan could vote after
2052-585: The Illinois Business Corporation Act of 1933, giving kabushiki gaisha many traits of American corporations , and to be more exact, Illinois corporations. Over time, Japanese and U.S. corporate law diverged, and K.K. assumed many characteristics not found in U.S. corporations. For instance, a K.K. could not repurchase its own stock (a restriction lifted by the amendment of the Commercial Code in 2001), issue stock for
2128-519: The Japanese in earlier centuries, but the process of assimilation of these characters into their indigenous language system took place in the third century. This was due to the willingness of the Japanese to borrow aspects of the culture of continental civilisations, which was achieved mainly via adjacent countries such as the Korean kingdoms rather than directly from the Chinese mainland empires. Two of
2204-435: The Japanese legal system today is essentially a hybrid of civilian and common law structures, with strong underlying "flavors" from indigenous Japanese and Chinese characteristics. While historical aspects remain active in the present, Japanese law also represents a dynamic system that has undergone major reforms and changes in the past two decades as well. The present national authorities and legal system are constituted upon
2280-534: The Japanese society, with the consequence that individuals tend to avoid litigation in favour of compromise and conciliation. It is theorized by some that the flow of immigrants was accelerated by both internal and external circumstances. The external factors were the continuing political instability and turmoil in Korea , as well as the struggle for central hegemony amongst the Chinese dynasties, kingdoms, warlords, invasions and other quarrels. These disturbances produced
2356-478: The Legal Affairs Bureau in the jurisdiction where the company will have its head office. In a direct incorporation, each incorporator receives a specified amount of stock as designated in the articles of incorporation. Each incorporator must then promptly pay its share of the starting capital of the company, and if no directors have been designated in the articles of incorporation, meet to determine
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2432-601: The Meiji era, curtailing the freedom of association. By the 1920s, laws were amended so that leaders of organizations that advocated for Marxism or changing the imperial structure could be put to death. In the 1910s, a movement for more democracy developed and there were several cabinet supported by elected political parties. Before this, the genrō (leaders of the Meiji Restoration) would privately confer and recommend Prime Minister candidates and cabinet members to
2508-667: The Military Houses (武家諸法度 Buke shohatto ) and the Kujikata Osadamegaki (公事方御定書). It also issued the Laws for the Imperial and Court Officials (禁中並公家諸法度 kinchū narabini kuge shohatto ), which set out the relationship between the shogunate, the imperial family and the kuge , and the Laws on Religious Establishments (寺院諸法度 jiin shohatto ). The Code of One Hundred Articles (御定書百箇条 osadamegaki hyakkajyō )
2584-467: The Ministry of Finance. Under the new Company Law, public and other non-close K.K.s may either have a statutory auditor, or a nominating committee ( 指名委員会 , shimei-iin-kai ) , auditing committee ( 監査委員会 , kansa-iin-kai ) and compensation committee ( 報酬委員会 , hōshū-iin kai ) structure similar to that of American public corporations. If the company has an auditing committee, it
2660-521: The Right , eight central government ministries, and a prestigious Ministry of Deities . These ritsuryō positions would be mostly preserved until the Meiji Restoration, although substantive power would for a long time fall to the bakufu (shogunate) established by the samurai. Locally, Japan was reorganized into 66 imperial provinces and 592 counties, with appointed governors. Beginning in
2736-836: The Subaru Corporation makes Subaru brand cars, and its aerospace division makes utility and attack helicopters for the Japanese Self Defense Force , trainers , unmanned aerial vehicles , and the center wings of Boeing 777 and Boeing 787 jets. In the past, FHI made parts for the Hawker Beechcraft and Eclipse Aviation business jets. In 2003, the company adopted the logo of its Subaru automobile division as its worldwide corporate symbol. On October 5, 2005 Toyota purchased 8.7% of FHI shares from General Motors , which had owned 20.1% since 1999. GM later divested its remaining 11.4% stake on
2812-609: The adoption of the Constitution of Japan in 1947. The Constitution contains thirty-three articles relating to human rights and articles providing for the separation of powers vested into three independent bodies: the Legislature , Executive and Judiciary . Laws, ordinances and government acts that violate the Constitution do not have legal effect, and courts are authorized to judicially review acts for conformity with
2888-885: The amount of damages being claimed, shareholders rarely had the motivation to sue on the company's behalf. In 1993, the Commercial Code was amended to reduce the filing fee for all shareholder derivative suits to ¥8,200 per claim. This led to a rise in the number of derivative suits heard by Japanese courts, from 31 pending cases in 1992 to 286 in 1999, and to a number of very high-profile shareholder actions, such as those against Daiwa Bank and Nomura Securities Companies Act of Japan Naruhito [REDACTED] Fumihito [REDACTED] Shigeru Ishiba ( LDP ) Second Ishiba Cabinet ( LDP – Komeito coalition ) [REDACTED] [REDACTED] Fukushiro Nukaga Kōichirō Genba [REDACTED] Masakazu Sekiguchi Hiroyuki Nagahama Saburo Tokura Kazuo Ueda The law of Japan refers to
2964-658: The approval of the Emperor as a formality. Under the current constitution , unlike the Meiji Constitution , the Emperor does not have the power to veto or otherwise refuse to approve a law passed by the Diet, or exercise emergency powers. The modernization of Japanese law by transplanting law from Western countries began after the Meiji Restoration in 1868, in which the Japanese Emperor
3040-561: The code also lessened the friction between the new laws and established social practice. The draft Bürgerliches Gesetzbuch (German civil code) served as the model for the Japanese Civil Code. For this reason, scholars have argued that the Japanese legal system is a descendant of the Romano-Germanic civil law legal system . Laws on censorship and laws aimed to control political and labor movements were enacted in
3116-636: The company was a major supplier of military, aerospace and railroad equipment in Japan, but 80% of its sales came from automobiles. Sales in 1989 fell 15% to US$ 4.3 billion. In 1990, the company faced a loss of over US$ 500 million. Industrial Bank of Japan Ltd., the main bank of the company, asked Nissan Motor , which owned 4.2% of the company, to step in. Nissan sent Isamu Kawai, the president of Nissan Diesel Motor Co., to take charge of FHI. In 1991, FHI started contract-manufacturing Nissan Pulsar (Nissan Sunny in Europe) sedans and hatchbacks. Currently,
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3192-506: The company was named Fuji Heavy Industries until 2017. The company's aerospace division is a defense contractor to the Japanese government, manufacturing Boeing and Lockheed Martin helicopters and airplanes under license. This same division is a global development and manufacturing partner to both companies. Fuji Heavy Industries traces its roots to the Nakajima Aircraft Company , a leading supplier of airplanes to
3268-516: The constitution. The National Diet is the bicameral supreme legislative body of Japan, consisting of the House of Councillors (upper house) and House of Representatives (lower house). Article 41 of the Constitution provides that "the Diet shall be the highest organ of State power, and shall be the sole law-making organ of the State." Statutory law originates from the National Diet, with
3344-425: The decision-making power of the directors is relatively limited. As soon as a third director is designated such companies must form a board. At least one director is designated as a Representative Director ( 代表取締役 , daihyō-torishimariyaku ) , holds the corporate seal and is empowered to represent the company in transactions. The Representative Director must "report" to the board of directors every three months;
3420-415: The directors on the corporation's behalf is granted to the statutory auditor. Historically, derivative suits by shareholders were rare in Japan. Shareholders have been permitted to sue on the corporation's behalf since the postwar Americanization of the Commercial Code; however, this power was severely limited by the nature of court costs in Japan. Because the cost to file a civil action is proportional to
3496-618: The directors, one of whom generally has the title of president ( 社長 , sha-chō ) . The Japanese equivalent of a corporate vice president is a department chief ( 部長 , bu-chō ) . Traditionally, under the lifetime employment system, directors and department chiefs begin their careers as line employees of the company and work their way up the management hierarchy over time. This is not the case in most foreign-owned companies in Japan, and some native companies have also abandoned this system in recent years in favor of encouraging more lateral movement in management. Corporate officers often have
3572-543: The emperor, with the help of a coalition of noble families. Nevertheless, there are doubts that the document was fabricated later. Japan began to dispatch envoys to China's Sui Dynasty in 607. Later, in 630, the first Japanese envoy to the Tang Dynasty was dispatched. The envoys learned of Tang Dynasty's laws, as a mechanism to support China's centralized state. Based on the Tang code, various systems of law, known as
3648-417: The exact meaning of this statutory provision is unclear, but some legal scholars interpret it to mean that the board must meet every three months. In 2015, the requirement that at least one director and one Representative Director must be a resident of Japan was changed. It is not required to have a resident Representative Director although it can be convenient to do so. Directors are mandatories ( agents ) of
3724-565: The fall of the Tokugawa Shogunate and the Meiji Restoration in the late 1800s. At the beginning of the Meiji Era (1868–1912), the Japanese populace and politicians quickly accepted the need to import western legal system as part of the modernization effort, leading to a rather smooth transition in law. Under the influence of western ideas, the Emperor proclaimed in 1881 that a Nation Diet (parliament) would be established, and
3800-487: The first Japanese Constitution ( Meiji Constitution ) was ‘granted’ to the subjects by the Emperor in 1889. Japan's Meiji Constitution emulated the German constitution with broad imperial powers; British and French systems were considered but were abandoned because they were seen as too liberal and democratic. Elections took place for the lower house, with voters consisting of males paying a certain amount of tax, about 1% of
3876-404: The incorporator, and then make payment for his or her shares by a date specified by the incorporator(s). Capital must be received in a commercial bank account designated by the incorporator(s), and the bank must provide certification that payment has been made. Once the capital has been received and certified, the incorporation may be registered at the Legal Affairs Bureau. Under present law,
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#17327798961293952-470: The initial directors and other officers. The other method is an "incorporation by offering," in which each incorporator becomes the stock underwriter of a specified number of shares (at least one each), and the other shares are offered to other investors. As in a direct incorporation, the incorporators must then hold an organizational meeting to appoint the initial directors and other officers. Any person wishing to receive shares must submit an application to
4028-558: The latter having developed on the basis of old Ritsuryo laws. In 1232, Hojo Yasutoki of the Kamakura Shogunate established the Goseibai Shikimoku , a body of samurai laws consisting of precedents, reasons and customs in samurai society from the time of Minamoto no Yoritomo , and which clarified the standards for judging the settlement of disputes between gokenin and between gokenin and manor lords. It
4104-472: The legal system in Japan , which is primarily based on legal codes and statutes, with precedents also playing an important role. Japan has a civil law legal system with six legal codes, which were greatly influenced by Germany, to a lesser extent by France, and also adapted to Japanese circumstances. The Japanese Constitution enacted after World War II is the supreme law in Japan. An independent judiciary has
4180-437: The legal title of shihainin , which makes them authorized representatives of the corporation at a particular place of business, in addition to a common-use title. Kabushiki gaisha are subject to double taxation of profits and dividends, as are corporations in most countries. In contrast to many other countries, however, Japan also levies double taxes on close corporations ( yugen gaisha and gōdō gaisha ). This makes taxation
4256-455: The most lenient of which is decapitation; others include burning at the stake and public sawing before execution. The justice system often employed torture as a means to obtain a confession, which was required for executions. Punishment was often extended to the culprit's family as well as the culprit. Justice in the Edo period was very much based on one's status. Following neo-Confucian ideas,
4332-443: The most significant systems of human philosophy and religion, Confucianism (China) and Buddhism (India), were officially transplanted in 284–285 and 522 AD respectively, and became deeply acculturated into indigenous Japanese thought and ethics. David and Zweigert and Kotz argue that the old Chinese doctrines of Confucius , which emphasize social/group/community harmony rather than individual interests, have been very influential in
4408-422: The old Commercial Code, a K.K. required starting capital of ¥10 million (about US$ 105,000); a lower capital requirement was later instituted, but corporations with under ¥3 million in assets were barred from issuing dividends , and companies were required to increase their capital to ¥10 million within five years of formation. The main steps in incorporation are the following: The incorporation of
4484-562: The open market to sever all ties with FHI. FHI previously stated there might have been 27 million shares (3.4%) acquired before the start of trading by an unknown party on October 6, 2005, and speculation suggested a bank or perhaps another automaker was involved. After the purchase, Toyota announced a contract with Subaru on March 13, 2006, to use the underutilized Subaru manufacturing facility in Lafayette, Indiana , as well as plans to hire up to 1,000 workers and set aside an assembly line for
4560-563: The populace was divided into classes, with the samurai on top. Central power was exercised to various degrees by the shogun and shogunate officials , who were appointed from the daimyo, similar to the Curia Regis of medieval England. Certain conducts of daimyos and the samurai were subject to the shogunate's laws, and shogunate administrative officials would perform judicial functions. Daimyos had considerable autonomy within their domains ( han ) and issued their own edicts. Daimyos and
4636-456: The population. With a new government and a new constitution, Japan began to systematically reforming its legal system. Reformers had two goals in mind: first, to consolidate power under the new imperial government; second, to "modernize" the legal system and establish enough credibility to abolish unequal treaties signed with western governments. The early modernization of Japanese law was primarily based on European civil law systems and, to
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#17327798961294712-508: The power to review laws and government acts for constitutionality . The early laws of Japan are believed to have been heavily influenced by Chinese law . Little is known about Japanese law prior to the seventh century, when the Ritsuryō was developed and codified. Before Chinese characters were adopted and adapted by the Japanese, the Japanese had no known writing system with which to record their history. Chinese characters were known to
4788-460: The protection of human rights, and corporate law, were substantially revised. Major reforms on gender equality, education, democratization, economic reform and land reform were introduced. The post war Japanese Constitution proclaimed that sovereignty rested with the people, deprived the Emperor of political powers, and strengthened the powers of the Diet, which is to be elected by universal suffrage. The Constitution also renounced war, introduced
4864-495: The prototype of the Japanese legal system which developed in later periods into more organised legal pluralisms. In 604, Prince Shotoku established the Seventeenth-article Constitution , which differed from modern constitutions in that it was also moral code for the bureaucracy and aristocracy. While it was influenced by Buddhism , it also showed a desire to establish a political system centered on
4940-545: The rank system in court law and the local customs among settled immigrants. Second, official law was not clearly distinguished from unofficial law; this was due to the lack of written formalities, although court law was gradually emerging into a formal state law as far as central government was concerned. For these reasons, it cannot be denied that a primitive legal pluralism had developed based on court and clan law, partially with Korean law and overwhelmingly with indigenous law. These traits of legal pluralism, however primitive, were
5016-407: The rights of the members and enforced their duties with occasional punishments for crimes. The law of the court organised the clan chiefs into an effective power structure, in order to control the whole of society through the clan system. The form of these laws is not clearly known, but they may be characterised as indigenous and unofficial, as official power can rarely be identified. In this period,
5092-513: The samurai also exercised considerable arbitrary power over other classes, such as peasants or the chōnin (townspeople). For example, a samurai is permitted to summarily execute petty townspeople or peasants if they behaved rudely towards him, although such executions were rarely carried out. Because official treatment was often harsh, villages ( mura ) and the chōnin often resolved disputes internally, based on written or unwritten codes and customs. Major reforms in Japanese law took place with
5168-732: The shareholders, and the Representative Director is a mandatory of the board. Any action outside of these mandates is considered a breach of mandatory duty. Every K.K. with multiple directors must have at least one statutory auditor ( 監査役 , kansayaku ) . Statutory auditors report to the shareholders, and are empowered to demand financial and operational reports from the directors. K.K.s with capital of over ¥500m, liabilities of over ¥2bn and/or publicly traded securities are required to have three statutory auditors, and must also have an annual audit performed by an outside CPA . Public K.K.s must also file securities law reports with
5244-401: The two are not precisely the same. The Japanese government once endorsed "business corporation" as an official translation but now uses the more literal translation "stock company." Japanese often abbreviate " 株式会社 " in a company name on signage (including the sides of their vehicles) to 株 in parentheses , as, for example, " ABC㈱ ." The full, formal name would then be " ABC株式会社 ". 株式会社
5320-669: Was no concept of private law and there was no direct mentioning of contracts and other private law concepts. One major reform on the law was the Taihō (Great Law) Code , promulgated in 702. Within the central government, the law codes established offices of the Daijō daijin (chancellor), who presided over the Dajōkan (Grand Council of State), which included the Minister of the Left , the Minister of
5396-633: Was officially restored to political power. Japanese law is primarily inspired by the Civilian system in continental Europe, which emphasizes codified statutes ("codes") that set out the basic legal framework in a particular area of law. The first major legislation enacted in Japan was the Criminal Code of 1880, followed by the Constitution of the Empire of Japan in 1889, the Commercial Code, Criminal Procedure Act and Civil Procedure Act in 1890 and
5472-503: Was part of the Kujikata Osadamegaki . It consisted of mostly criminal laws and precedents, and was compiled and issued in 1742, under the eighth Tokugawa shogun, Yoshimune. Crimes punished include forgery, harboring runaway servants, abandonment of infants, adultery, gambling, theft, receiving stolen goods, kidnapping, blackmailing, arson, killing and wounding. Punishment ranged from banishment to various forms of execution,
5548-474: Was probably the first transplantation of foreign law to Japan. During these periods, Japanese law was unwritten and immature, and thus was far from comprising any official legal system. Nonetheless, Japanese society could not have functioned without some sort of law, however unofficial. Glimpses of the law regulating people's social lives may be guessed at by considering the few contemporary general descriptions in Chinese historical books. The most noted of these
5624-632: Was the Dai-Ichi Bank , incorporated in 1873. Rules regarding kabushiki gaisha were set out in the Commercial Code of Japan , and was originally based on laws regulating German Aktiengesellschaft (which also means share company). However, during the United States-led Allied Occupation of Japan following World War II, the occupation authorities introduced revisions to the Commercial Code based on
5700-579: Was the first systematic code for the samurai class. Later, the Ashikaga shogunate more or less adopted the Goseibai Shikimoku as well. In the Sengoku period (1467–1615), the daimyos developed feudal laws ( bunkokuhō 分国法) in order to establish order in their respective territories. Most such laws sought to improve the military and economic power of the warring lords, including instituting
5776-575: Was turned into a totalitarian state, which continued until Japan's defeat at 1945. After the Second World War , Allied military forces (overwhelmingly American) supervised and controlled the Japanese government. Japanese law underwent major reform under the guidance and direction of Occupation authorities . American law was the strongest influence, at times replacing and at times overlaid onto existing rules and structures. The Constitution, criminal procedure, and labor law, all crucial for
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