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Kabushiki gaisha

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128-637: A kabushiki gaisha ( Japanese : 株式会社 , pronounced [kabɯɕi̥ki ɡaꜜiɕa] ; lit.   ' share company ' ) or kabushiki kaisha , commonly abbreviated K.K. or KK , 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

256-428: A dividend imputation system, wherein companies can attach franking credits or imputation credits to dividends. These franking credits represent the tax paid by the company upon its pre-tax profits. One dollar of company tax paid generates one franking credit. Companies can attach any proportion of franking up to a maximum amount that is calculated from the prevailing company tax rate: for each dollar of dividend paid,

384-422: 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

512-412: A 5% stock dividend will yield 5 extra shares). Nothing tangible will be gained if the stock is split because the total number of shares increases, lowering the price of each share, without changing the total value of the shares held. (See also Stock dilution .) Stock dividend distributions do not affect the market capitalization of a company. Stock dividends are not includable in the gross income of

640-510: 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

768-467: 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

896-476: 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

1024-637: A benefit from the in-group to the out-group) means "[I/we] explained [it] to [him/her/them]". Such beneficiary auxiliary verbs thus serve a function comparable to that of pronouns and prepositions in Indo-European languages to indicate the actor and the recipient of an action. Japanese "pronouns" also function differently from most modern Indo-European pronouns (and more like nouns) in that they can take modifiers as any other noun may. For instance, one does not say in English: The amazed he ran down

1152-1101: A business corporation is to pay dividends to its owners. A successful company is one that can pay dividends regularly and presumably increase the rate as time goes on." Other studies indicate that dividend-paying stocks tend to offer superior long-term performance relative to the overall market at least in developed economies, relative to a stock index such as the S&;P 500 or Dow Jones Industrial Average or relative to stocks that do not pay dividends. Several explanations have been proposed for this outperformance such as dividends being associated with value stocks which are themselves associated with long-term outperformance; being more durable in crashes or bear markets ; being associated with profitable companies exhibiting high levels of free cashflow ; and being associated with mature, unfashionable companies that are overlooked by many investors and thus an effective contrarian strategy . Assett managers at Tweedy, Browne and Capital Group have suggested dividends are an effective measure of

1280-479: A company declaring or distributing dividends is required to pay a Corporate Dividend Tax in addition to the tax levied on their income. The dividend received by the shareholders is then exempt in their hands. Dividend-paying firms in India fell from 24 percent in 2001 to almost 19 percent in 2009 before rising to 19 percent in 2010. However, dividend income over and above ₹ 1,000,000 attracts 10 percent dividend tax in

1408-403: A company's income. A company must pay dividends on its preferred shares before distributing income to common share shareholders. Stock or scrip dividends are those paid out in the form of additional shares of the issuing corporation, or another corporation (such as its subsidiary corporation). They are usually issued in proportion to shares owned (for example, for every 100 shares of stock owned,

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1536-503: A consultation exercise on insolvency and corporate governance. The aim was to address concerns which had emerged where companies in financial distress were still able to distribute "significant dividends" to their shareholders. A requirement has been proposed under which the largest companies would be required to publish a distribution policy statement covering dividend distribution. The law in England and Wales regarding dividend payment

1664-491: A declared amount of money is distributed. Thus, if a person owns 100 shares and the cash dividend is 50 cents per share, the holder of the stock will be paid $ 50. Dividends paid are not classified as an expense , but rather a deduction of retained earnings . Dividends paid does not appear on an income statement , but does appear on the balance sheet . Different classes of stocks have different priorities when it comes to dividend payments. Preferred stocks have priority claims on

1792-414: A distinct language of its own that has absorbed various aspects from neighboring languages. Japanese has five vowels, and vowel length is phonemic, with each having both a short and a long version. Elongated vowels are usually denoted with a line over the vowel (a macron ) in rōmaji , a repeated vowel character in hiragana , or a chōonpu succeeding the vowel in katakana . /u/ ( listen )

1920-479: A dividend of £1 has led to a larger drop in the share price of £1.31, because the tax rate on capital losses is higher than the dividend tax rate. However in many countries the stock market is dominated by institutions which pay no additional tax on dividends received (as opposed to tax on overall profits). If that is the case, then the share price should fall by the full amount of the dividend. Finally, security analysis that does not take dividends into account may mute

2048-453: A fixed amount per share, with shareholders receiving a dividend in proportion to their shareholding. Dividends can provide at least temporarily stable income and raise morale among shareholders, but are not guaranteed to continue. For the joint-stock company , paying dividends is not an expense ; rather, it is the division of after-tax profits among shareholders. Retained earnings (profits that have not been distributed as dividends) are shown in

2176-428: A given company's overall financial status. Shareholders in companies that pay little or no cash dividends can potentially reap the benefit of the company's profits when they sell their shareholding, or when a company is wound down and all assets liquidated and distributed amongst shareholders. However, data from professor Jeremy Siegel found stocks that do not pay dividends tend to have worse long-term performance, as

2304-419: A glide /j/ and either the first part of a geminate consonant ( っ / ッ , represented as Q) or a moraic nasal in the coda ( ん / ン , represented as N). The nasal is sensitive to its phonetic environment and assimilates to the following phoneme, with pronunciations including [ɴ, m, n, ɲ, ŋ, ɰ̃] . Onset-glide clusters only occur at the start of syllables but clusters across syllables are allowed as long as

2432-445: A group, than the general stock market and also perform worse than dividend-paying stocks. Taxation of dividends is often used as justification for retaining earnings, or for performing a stock buyback , in which the company buys back stock, thereby increasing the value of the stock left outstanding. When dividends are paid, individual shareholders in many countries suffer from double taxation of those dividends: In many countries,

2560-484: A listener depending on the listener's relative social position and the degree of familiarity between the speaker and the listener. When used in different social relationships, the same word may have positive (intimate or respectful) or negative (distant or disrespectful) connotations. Japanese often use titles of the person referred to where pronouns would be used in English. For example, when speaking to one's teacher, it

2688-493: A measure of how much incoming cash is "free" to pay out to stockholders and/or to grow the business. A free cash flow payout ratio greater than 100% means the company paid out more cash in dividends for the year than the "free" cash it took in. A dividend that is declared must be approved by a company's board of directors before it is paid. For public companies in the US, four dates are relevant regarding dividends: The position in

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2816-414: 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 the directors on

2944-576: 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 , 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

3072-510: 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

3200-408: A sentence need not be stated and pronouns may be omitted if they can be inferred from context. In the example above, hana ga nagai would mean "[their] noses are long", while nagai by itself would mean "[they] are long." A single verb can be a complete sentence: Yatta! ( やった! ) "[I / we / they / etc] did [it]!". In addition, since adjectives can form the predicate in a Japanese sentence (below),

3328-451: A set amount (the number of shares you own multiplied by the dividend per share). By doing this, you buy more shares when the price is low and fewer when the price is high. Additionally, the fractional shares that are purchased then begin paying dividends, compounding your investment and increasing the number of shares and total dividend earned each time a dividend distribution is made. Governments may adopt policies on dividend distribution for

3456-400: A shareholder's contractual right to a dividend. Cash dividends are the most common form of payment and are paid out in currency, usually via electronic funds transfer or a printed paper check . Such dividends are a form of investment income of the shareholder, usually treated as earned in the year they are paid (and not necessarily in the year a dividend was declared). For each share owned,

3584-428: A single adjective can be a complete sentence: Urayamashii! ( 羨ましい! ) "[I'm] jealous [about it]!". While the language has some words that are typically translated as pronouns, these are not used as frequently as pronouns in some Indo-European languages, and function differently. In some cases, Japanese relies on special verb forms and auxiliary verbs to indicate the direction of benefit of an action: "down" to indicate

3712-443: A slight discount. In some cases, the shareholder might not need to pay taxes on these re-invested dividends, but in most cases they do. Utilizing a DRIP is a powerful investment tool because it takes advantage of both dollar cost averaging and compounding. Dollar cost averaging is the principle of investing a set amount of capital at recurring intervals. In this case, if the dividend is paid quarterly, then every quarter you are investing

3840-680: Is compressed rather than protruded , or simply unrounded. Some Japanese consonants have several allophones , which may give the impression of a larger inventory of sounds. However, some of these allophones have since become phonemic. For example, in the Japanese language up to and including the first half of the 20th century, the phonemic sequence /ti/ was palatalized and realized phonetically as [tɕi] , approximately chi ( listen ) ; however, now [ti] and [tɕi] are distinct, as evidenced by words like tī [tiː] "Western-style tea" and chii [tɕii] "social status". The "r" of

3968-421: Is topic–comment . Sentence-final particles are used to add emotional or emphatic impact, or form questions. Nouns have no grammatical number or gender , and there are no articles . Verbs are conjugated , primarily for tense and voice , but not person . Japanese adjectives are also conjugated. Japanese has a complex system of honorifics , with verb forms and vocabulary to indicate the relative status of

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4096-448: Is a distribution of profits by a corporation to its shareholders , after which the stock exchange decreases the price of the stock by the dividend to remove volatility. The market has no control over the stock price on open on the ex-dividend date, though more often than not it may open higher. When a corporation earns a profit or surplus, it is able to pay a portion of the profit as a dividend to shareholders. Any amount not distributed

4224-591: 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

4352-448: Is also seen in o-medetō "congratulations", from medetaku ). Late Middle Japanese has the first loanwords from European languages – now-common words borrowed into Japanese in this period include pan ("bread") and tabako ("tobacco", now "cigarette"), both from Portuguese . Modern Japanese is considered to begin with the Edo period (which spanned from 1603 to 1867). Since Old Japanese,

4480-527: Is also used in a limited fashion (such as for imported acronyms) in Japanese writing. The numeral system uses mostly Arabic numerals , but also traditional Chinese numerals . Proto-Japonic , the common ancestor of the Japanese and Ryukyuan languages , is thought to have been brought to Japan by settlers coming from the Korean peninsula sometime in the early- to mid-4th century BC (the Yayoi period ), replacing

4608-440: Is appropriate to use sensei ( 先生 , "teacher"), but inappropriate to use anata . This is because anata is used to refer to people of equal or lower status, and one's teacher has higher status. Japanese nouns have no grammatical number, gender or article aspect. The noun hon ( 本 ) may refer to a single book or several books; hito ( 人 ) can mean "person" or "people", and ki ( 木 ) can be "tree" or "trees". Where number

4736-701: Is associated with comedy (see Kansai dialect ). Dialects of Tōhoku and North Kantō are associated with typical farmers. The Ryūkyūan languages, spoken in Okinawa and the Amami Islands (administratively part of Kagoshima ), are distinct enough to be considered a separate branch of the Japonic family; not only is each language unintelligible to Japanese speakers, but most are unintelligible to those who speak other Ryūkyūan languages. However, in contrast to linguists, many ordinary Japanese people tend to consider

4864-466: Is better documentation of Late Middle Japanese phonology than for previous forms (for instance, the Arte da Lingoa de Iapam ). Among other sound changes, the sequence /au/ merges to /ɔː/ , in contrast with /oː/ ; /p/ is reintroduced from Chinese; and /we/ merges with /je/ . Some forms rather more familiar to Modern Japanese speakers begin to appear – the continuative ending - te begins to reduce onto

4992-446: Is close to a literal translation of the term, 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

5120-509: Is correlated with the sex of the speaker and the social situation in which they are spoken: men and women alike in a formal situation generally refer to themselves as watashi ( 私 , literally "private") or watakushi (also 私 , hyper-polite form), while men in rougher or intimate conversation are much more likely to use the word ore ( 俺 "oneself", "myself") or boku . Similarly, different words such as anata , kimi , and omae ( お前 , more formally 御前 "the one before me") may refer to

5248-417: Is important, it can be indicated by providing a quantity (often with a counter word ) or (rarely) by adding a suffix, or sometimes by duplication (e.g. 人人 , hitobito , usually written with an iteration mark as 人々 ). Words for people are usually understood as singular. Thus Tanaka-san usually means Mx Tanaka . Words that refer to people and animals can be made to indicate a group of individuals through

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5376-755: Is less common. In terms of mutual intelligibility , a survey in 1967 found that the four most unintelligible dialects (excluding Ryūkyūan languages and Tōhoku dialects ) to students from Greater Tokyo were the Kiso dialect (in the deep mountains of Nagano Prefecture ), the Himi dialect (in Toyama Prefecture ), the Kagoshima dialect and the Maniwa dialect (in Okayama Prefecture ). The survey

5504-420: Is often called a topic-prominent language , which means it has a strong tendency to indicate the topic separately from the subject, and that the two do not always coincide. The sentence Zō wa hana ga nagai ( 象は鼻が長い ) literally means, "As for elephant(s), (the) nose(s) (is/are) long". The topic is zō "elephant", and the subject is hana "nose". Japanese grammar tends toward brevity; the subject or object of

5632-424: Is only able to make a distribution out of its accumulated, realised profits, "so far as not previously utilised by distribution or capitalisation, less its accumulated, realised losses, so far as not previously written off in a reduction or reorganisation of capital duly made". The United Kingdom government announced in 2018 that it was considering a review of the existing rules on dividend distribution following

5760-498: Is preserved in words such as matsuge ("eyelash", lit. "hair of the eye"); modern mieru ("to be visible") and kikoeru ("to be audible") retain a mediopassive suffix - yu(ru) ( kikoyu → kikoyuru (the attributive form, which slowly replaced the plain form starting in the late Heian period) → kikoeru (all verbs with the shimo-nidan conjugation pattern underwent this same shift in Early Modern Japanese )); and

5888-627: 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

6016-414: Is taken to be re-invested in the business (called retained earnings ). The current year profit as well as the retained earnings of previous years are available for distribution; a corporation is usually prohibited from paying a dividend out of its capital. Distribution to shareholders may be in cash (usually by bank transfer) or, if the corporation has a dividend reinvestment plan , the amount can be paid by

6144-423: Is that of the shareholder, although a tax obligation may also be imposed on the corporation in the form of a withholding tax . In some cases, the withholding tax may be the extent of the tax liability in relation to the dividend. A dividend tax is in addition to any tax imposed directly on the corporation on its profits. A dividend paid by a company is not an expense of the company. Australia and New Zealand have

6272-558: Is the number of dividend payments within a single business year. The most usual dividend frequencies are yearly, semi-annually, quarterly and monthly. Some common dividend frequencies are quarterly in the US, semi-annually in Japan, UK and Australia and annually in Germany. Some companies have dividend reinvestment plans , or DRIPs, not to be confused with scrips. DRIPs allow shareholders to use dividends to systematically buy small amounts of stock, usually with no commission and sometimes at

6400-665: Is the principal language of the Japonic language family spoken by the Japanese people . It has around 123 million speakers, primarily in Japan , the only country where it is the national language , and within the Japanese diaspora worldwide. The Japonic family also includes the Ryukyuan languages and the variously classified Hachijō language . There have been many attempts to group the Japonic languages with other families such as

6528-402: Is the version of Japanese discussed in this article. Formerly, standard Japanese in writing ( 文語 , bungo , "literary language") was different from colloquial language ( 口語 , kōgo ) . The two systems have different rules of grammar and some variance in vocabulary. Bungo was the main method of writing Japanese until about 1900; since then kōgo gradually extended its influence and

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6656-471: Is used for the present and the future. For verbs that represent an ongoing process, the -te iru form indicates a continuous (or progressive) aspect , similar to the suffix ing in English. For others that represent a change of state, the -te iru form indicates a perfect aspect. For example, kite iru means "They have come (and are still here)", but tabete iru means "They are eating". Questions (both with an interrogative pronoun and yes/no questions) have

6784-405: Is why some linguists do not classify Japanese "pronouns" as pronouns, but rather as referential nouns, much like Spanish usted (contracted from vuestra merced , "your ( majestic plural ) grace") or Portuguese você (from vossa mercê ). Japanese personal pronouns are generally used only in situations requiring special emphasis as to who is doing what to whom. The choice of words used as pronouns

6912-563: The Ainu , Austronesian , Koreanic , and the now-discredited Altaic , but none of these proposals have gained any widespread acceptance. Little is known of the language's prehistory, or when it first appeared in Japan. Chinese documents from the 3rd century AD recorded a few Japanese words, but substantial Old Japanese texts did not appear until the 8th century. From the Heian period (794–1185), extensive waves of Sino-Japanese vocabulary entered

7040-462: The Japonic language family, which also includes the Ryukyuan languages spoken in the Ryukyu Islands . As these closely related languages are commonly treated as dialects of the same language, Japanese is sometimes called a language isolate . According to Martine Irma Robbeets , Japanese has been subject to more attempts to show its relation to other languages than any other language in

7168-514: The Philippines , and various Pacific islands, locals in those countries learned Japanese as the language of the empire. As a result, many elderly people in these countries can still speak Japanese. Japanese emigrant communities (the largest of which are to be found in Brazil , with 1.4 million to 1.5 million Japanese immigrants and descendants, according to Brazilian IBGE data, more than

7296-738: The United States (notably in Hawaii , where 16.7% of the population has Japanese ancestry, and California ), and the Philippines (particularly in Davao Region and the Province of Laguna ). Japanese has no official status in Japan, but is the de facto national language of the country. There is a form of the language considered standard : hyōjungo ( 標準語 ) , meaning "standard Japanese", or kyōtsūgo ( 共通語 ) , "common language", or even "Tokyo dialect" at times. The meanings of

7424-806: The de facto standard Japanese had been the Kansai dialect , especially that of Kyoto . However, during the Edo period, Edo (now Tokyo) developed into the largest city in Japan, and the Edo-area dialect became standard Japanese. Since the end of Japan's self-imposed isolation in 1853, the flow of loanwords from European languages has increased significantly. The period since 1945 has seen many words borrowed from other languages—such as German, Portuguese and English. Many English loan words especially relate to technology—for example, pasokon (short for "personal computer"), intānetto ("internet"), and kamera ("camera"). Due to

7552-425: The record date . This is an important date for any company that has many shareholders, including those that trade on exchanges, to enable reconciliation of who is entitled to be paid the dividend. Existing shareholders will receive the dividend even if they sell the shares on or after that date, whereas anyone who bought the shares will not receive the dividend. It is relatively common for a share's price to decrease on

7680-527: The 1.2 million of the United States ) sometimes employ Japanese as their primary language. Approximately 12% of Hawaii residents speak Japanese, with an estimated 12.6% of the population of Japanese ancestry in 2008. Japanese emigrants can also be found in Peru , Argentina , Australia (especially in the eastern states), Canada (especially in Vancouver , where 1.4% of the population has Japanese ancestry),

7808-582: 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

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7936-486: The Japanese language is of particular interest, ranging between an apical central tap and a lateral approximant . The "g" is also notable; unless it starts a sentence, it may be pronounced [ ŋ ] , in the Kanto prestige dialect and in other eastern dialects. The phonotactics of Japanese are relatively simple. The syllable structure is (C)(G)V(C), that is, a core vowel surrounded by an optional onset consonant,

8064-477: 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

8192-465: 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

8320-736: The Old Japanese sections are written in Man'yōgana , which uses kanji for their phonetic as well as semantic values. Based on the Man'yōgana system, Old Japanese can be reconstructed as having 88 distinct morae . Texts written with Man'yōgana use two different sets of kanji for each of the morae now pronounced き (ki), ひ (hi), み (mi), け (ke), へ (he), め (me), こ (ko), そ (so), と (to), の (no), も (mo), よ (yo) and ろ (ro). (The Kojiki has 88, but all later texts have 87. The distinction between mo 1 and mo 2 apparently

8448-488: The Ryūkyūan languages as dialects of Japanese. The imperial court also seems to have spoken an unusual variant of the Japanese of the time, most likely the spoken form of Classical Japanese , a writing style that was prevalent during the Heian period , but began to decline during the late Meiji period . The Ryūkyūan languages are classified by UNESCO as 'endangered', as young people mostly use Japanese and cannot understand

8576-581: The UK is very similar, except that the expression "in-dividend date" is not used. Declaration date – the day the board of directors announces its intention to pay a dividend. On that day, a liability is created and the company records that liability on its books; it now owes the money to the shareholders. In-dividend date – the last day, which is one trading day before the ex-dividend date , where shares are said to be cum dividend ('with [ in cluding] dividend'). That is, existing shareholders and anyone who buys

8704-564: The United States, shareholders of corporations face double taxation - taxes on both corporate profits and taxes on distribution of dividends. The rules in Part 23 of the Companies Act 2006 (sections 829-853) govern the payment of dividends to shareholders. The Act refers in this section to "distribution", covering any kind of distribution of a company's assets to its members (with some exceptions), "whether in cash or otherwise". A company

8832-543: The addition of a collective suffix (a noun suffix that indicates a group), such as -tachi , but this is not a true plural: the meaning is closer to the English phrase "and company". A group described as Tanaka-san-tachi may include people not named Tanaka. Some Japanese nouns are effectively plural, such as hitobito "people" and wareware "we/us", while the word tomodachi "friend" is considered singular, although plural in form. Verbs are conjugated to show tenses, of which there are two: past and present (or non-past) which

8960-463: The after-tax dividend. For example, if the tax of capital gains T cg is 35%, and the tax on dividends T d is 15%, then a £1 dividend is equivalent to £0.85 of after-tax money. To get the same financial benefit from a, the after-tax capital loss value should equal £0.85. The pre-tax capital loss would be ⁠ £0.85 / 1 − T cg ⁠ = ⁠ £0.85 / 1 − 0.35 ⁠ = ⁠ £0.85 / 0.65 ⁠ = £1.31. In this case,

9088-405: The company paid out more in dividends for the year than it earned. Since earnings are an accountancy measure, they do not necessarily closely correspond to the actual cash flow of the company. Hence another way to determine the safety of a dividend is to replace earnings in the payout ratio by free cash flow . Free cash flow is the business's operating cash flow minus its capital expenditures. It's

9216-437: The company's record as of the record date will be paid the dividend, while shareholders who are not registered as of this date will not receive the dividend. Registration in most countries is essentially automatic for shares purchased before the ex-dividend date. Payment date – the day on which dividend cheques will actually be mailed to shareholders or the dividend amount credited to their bank account. The dividend frequency

9344-458: 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 the amount of damages being claimed, shareholders rarely had

9472-424: 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;

9600-737: The declaration or payment of dividends. The principle of non-interference was established in the Canadian case of Burland v Earle (1902), the British case of Bond v Barrow Haematite Steel Co (1902), and the Australian case of Miles v Sydney Meat-Preserving Co Ltd (1912). However in Sumiseki Materials Co Ltd v Wambo Coal Pty Ltd (2013) the Supreme Court of New South Wales broke with this precedent and recognised

9728-603: The decline in share price, for example in the case of a price–earnings ratio target that does not back out cash; or amplify the decline when comparing different periods. The effect of a dividend payment on share price is an important reason why it can sometimes be desirable to exercise an American option early. Some believe company profits are best re-invested in the company with actions such as research and development, capital investment or expansion. Proponents of this view (and thus critics of dividends per se) suggest that an eagerness to return profits to shareholders may indicate

9856-616: 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

9984-408: The dividend tax rate. If there is an increase of value of stock, and a shareholder chooses to sell the stock, the shareholder will pay a tax on capital gains (often taxed at a lower rate than ordinary income ). If a holder of the stock chooses to not participate in the buyback, the price of the holder's shares could rise (as well as it could fall), but the tax on these gains is delayed until the sale of

10112-578: The effect of changing Japanese into a mora-timed language. Late Middle Japanese covers the years from 1185 to 1600, and is normally divided into two sections, roughly equivalent to the Kamakura period and the Muromachi period , respectively. The later forms of Late Middle Japanese are the first to be described by non-native sources, in this case the Jesuit and Franciscan missionaries; and thus there

10240-426: The ex-dividend date by an amount roughly equal to the dividend being paid, which reflects the decrease in the company's assets resulting from the payment of the dividend. Book closure date – when a company announces a dividend, it will also announce the date on which the company will temporarily close its books for share transfers, which is also usually the record date. Record date – shareholders registered in

10368-416: 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

10496-496: The financial history of the world, the Dutch East India Company (VOC) was the first recorded (public) company ever to pay regular dividends. The VOC paid annual dividends worth around 18 percent of the value of the shares for almost 200 years of existence (1602–1800). In common-law jurisdictions, courts have typically refused to intervene in companies' dividend policies, giving directors wide discretion as to

10624-455: The flow of loanwords from European languages increased significantly, and words from English roots have proliferated. Japanese is an agglutinative , mora -timed language with relatively simple phonotactics , a pure vowel system, phonemic vowel and consonant length, and a lexically significant pitch-accent . Word order is normally subject–object–verb with particles marking the grammatical function of words, and sentence structure

10752-507: The form of shares in a subsidiary company. A common technique for "spinning off" a company from its parent is to distribute shares in the new company to the old company's shareholders. The new shares can then be traded independently. A dividend payout ratio characterizes how much of a company's earnings (or its cash flow) is paid out in the form of dividends. Most often, the payout ratio is calculated based on dividends per share and earnings per share : A payout ratio greater than 100% means

10880-609: The genitive particle ga remains in intentionally archaic speech. Early Middle Japanese is the Japanese of the Heian period , from 794 to 1185. It formed the basis for the literary standard of Classical Japanese , which remained in common use until the early 20th century. During this time, Japanese underwent numerous phonological developments, in many cases instigated by an influx of Chinese loanwords . These included phonemic length distinction for both consonants and vowels , palatal consonants (e.g. kya ) and labial consonant clusters (e.g. kwa ), and closed syllables . This had

11008-506: The hands of the shareholder with effect from April 2016. Since the Budget 2020–2021, DDT has been abolished. Now, the Indian government taxes dividend income in the hands of investor according to income tax slab rates. The United States and Canada impose a lower tax rate on dividend income than ordinary income, on the assertion that company profits had already been taxed as corporate tax . In

11136-402: 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,

11264-469: 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

11392-410: The issue of further shares or by share repurchase . In some cases, the distribution may be of assets. The dividend received by a shareholder is income of the shareholder and may be subject to income tax (see dividend tax ). The tax treatment of this income varies considerably between jurisdictions. The corporation does not receive a tax deduction for the dividends it pays. A dividend is allocated as

11520-527: The issuer, however, they can take other forms, such as products and services. Interim dividends are dividend payments made before a company's Annual General Meeting (AGM) and final financial statements. This declared dividend usually accompanies the company's interim financial statements. Other dividends can be used in structured finance . Financial assets with known market value can be distributed as dividends; warrants are sometimes distributed in this way. For large companies with subsidiaries, dividends can take

11648-430: The language, affecting the phonology of Early Middle Japanese . Late Middle Japanese (1185–1600) saw extensive grammatical changes and the first appearance of European loanwords . The basis of the standard dialect moved from the Kansai region to the Edo region (modern Tokyo ) in the Early Modern Japanese period (early 17th century–mid 19th century). Following the end of Japan's self-imposed isolation in 1853,

11776-458: The languages of the original Jōmon inhabitants, including the ancestor of the modern Ainu language . Because writing had yet to be introduced from China, there is no direct evidence, and anything that can be discerned about this period must be based on internal reconstruction from Old Japanese , or comparison with the Ryukyuan languages and Japanese dialects . The Chinese writing system

11904-449: The languages. Okinawan Japanese is a variant of Standard Japanese influenced by the Ryūkyūan languages, and is the primary dialect spoken among young people in the Ryukyu Islands . Modern Japanese has become prevalent nationwide (including the Ryūkyū islands) due to education , mass media , and an increase in mobility within Japan, as well as economic integration. Japanese is a member of

12032-427: The large quantity of English loanwords, modern Japanese has developed a distinction between [tɕi] and [ti] , and [dʑi] and [di] , with the latter in each pair only found in loanwords. Although Japanese is spoken almost exclusively in Japan, it has also been spoken outside of the country. Before and during World War II , through Japanese annexation of Taiwan and Korea , as well as partial occupation of China ,

12160-431: The left hand side of the balance sheet, the equity account on the right side should decrease an equivalent amount. This means that a £ x dividend should result in a £ x drop in the share price. A more accurate method of calculating the fall in price is to look at the share price and dividend from the after-tax perspective of a shareholder. The after-tax drop in the share price (or capital gain/loss) should be equivalent to

12288-436: 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

12416-913: The management having run out of good ideas for the future of the company. A counter-argument to this position came from Peter Lynch of Fidelity investments, who declared: "One strong argument in favor of companies that pay dividends is that companies that don’t pay dividends have a sorry history of blowing the money on a string of stupid diworseifications"; using his self-created term for diversification that results in worse effects, not better. Additionally, studies have demonstrated that companies that pay dividends have higher earnings growth, suggesting dividend payments may be evidence of confidence in earnings growth and sufficient profitability to fund future expansion. Benjamin Graham and David Dodd wrote in Securities Analysis (1934): "The prime purpose of

12544-434: The maximum level of franking is the company tax rate divided by (1 − company tax rate). At the current 30% rate, this works out at 0.30 of a credit per 70 cents of dividend, or 42.857 cents per dollar of dividend. The shareholders who are able to use them, apply these credits against their income tax bills at a rate of a dollar per credit, thereby effectively eliminating the double taxation of company profits. In India,

12672-512: 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 Japanese language Japanese ( 日本語 , Nihongo , [ɲihoŋɡo] )

12800-421: 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

12928-425: The only strict rule of word order is that the verb must be placed at the end of a sentence (possibly followed by sentence-end particles). This is because Japanese sentence elements are marked with particles that identify their grammatical functions. The basic sentence structure is topic–comment . For example, Kochira wa Tanaka-san desu ( こちらは田中さんです ). kochira ("this") is the topic of the sentence, indicated by

13056-470: The out-group gives a benefit to the in-group, and "up" to indicate the in-group gives a benefit to the out-group. Here, the in-group includes the speaker and the out-group does not, and their boundary depends on context. For example, oshiete moratta ( 教えてもらった ) (literally, "explaining got" with a benefit from the out-group to the in-group) means "[he/she/they] explained [it] to [me/us]". Similarly, oshiete ageta ( 教えてあげた ) (literally, "explaining gave" with

13184-415: The particle wa . The verb desu is a copula , commonly translated as "to be" or "it is" (though there are other verbs that can be translated as "to be"), though technically it holds no meaning and is used to give a sentence 'politeness'. As a phrase, Tanaka-san desu is the comment. This sentence literally translates to "As for this person, (it) is Mx Tanaka." Thus Japanese, like many other Asian languages,

13312-472: The payments as payments for services rendered was held to be unlawful. After a stock goes ex-dividend (when a dividend has just been paid, so there is no anticipation of another imminent dividend payment), the stock price should drop. To calculate the amount of the drop, the traditional method is to view the financial effects of the dividend from the perspective of the company. Since the company has paid say £ x in dividends per share out of its cash account on

13440-481: The proposed larger Altaic family, or to various Southeast Asian languages , especially Austronesian . None of these proposals have gained wide acceptance (and the Altaic family itself is now considered controversial). As it stands, only the link to Ryukyuan has wide support. Other theories view the Japanese language as an early creole language formed through inputs from at least two distinct language groups, or as

13568-430: The protection of shareholders and the preservation of company viability, as well as treating dividends as a potential source of revenue. Most countries impose a corporate tax on the profits made by a company. Many jurisdictions also impose a tax on dividends paid by a company to its shareholders (stockholders), but the tax treatment of a dividend income varies considerably between jurisdictions. The primary tax liability

13696-547: The regular dividend, but for a one-off higher amount). Cooperatives , on the other hand, allocate dividends according to members' activity, so their dividends are often considered to be a pre-tax expense. The usually fixed payments to holders of preference shares (or preferred stock in American English) are classed as dividends. The word dividend comes from the Latin word dividendum ("thing to be divided"). In

13824-459: The same structure as affirmative sentences, but with intonation rising at the end. In the formal register, the question particle -ka is added. For example, ii desu ( いいです ) "It is OK" becomes ii desu-ka ( いいですか。 ) "Is it OK?". In a more informal tone sometimes the particle -no ( の ) is added instead to show a personal interest of the speaker: Dōshite konai-no? "Why aren't (you) coming?". Some simple queries are formed simply by mentioning

13952-487: The shareholder for US income tax purposes. Because the shares are issued for proceeds equal to the pre-existing market price of the shares; there is no negative dilution in the amount recoverable. Property dividends or dividends in specie ( Latin for " in kind ") are those paid out in the form of assets from the issuing corporation or another corporation, such as a subsidiary corporation. They are relatively rare and most frequently are securities of other companies owned by

14080-401: The shareholders' equity section on the company's balance sheet – the same as its issued share capital. Public companies usually pay dividends on a fixed schedule, but may cancel a scheduled dividend, or declare an unscheduled dividend at any time, sometimes called a special dividend to distinguish it from the regular dividends. (more usually a special dividend is paid at the same time as

14208-731: 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

14336-420: The shares on this day will receive the dividend, and any shareholders who have sold the shares lose their right to the dividend. After this date the shares becomes ex dividend . Ex-dividend date – the day on which shares bought and sold no longer come attached with the right to be paid the most recently declared dividend. In the United States and many European countries, it is typically one trading day before

14464-439: The speaker, the listener, and persons mentioned. The Japanese writing system combines Chinese characters , known as kanji ( 漢字 , ' Han characters') , with two unique syllabaries (or moraic scripts) derived by the Japanese from the more complex Chinese characters: hiragana ( ひらがな or 平仮名 , 'simple characters') and katakana ( カタカナ or 片仮名 , 'partial characters'). Latin script ( rōmaji ローマ字 )

14592-817: The state as at the time the constitution was written, many of the elders participating in the process had been educated in Japanese during the South Seas Mandate over the island shown by the 1958 census of the Trust Territory of the Pacific that found that 89% of Palauans born between 1914 and 1933 could speak and read Japanese, but as of the 2005 Palau census there were no residents of Angaur that spoke Japanese at home. Japanese dialects typically differ in terms of pitch accent , inflectional morphology , vocabulary , and particle usage. Some even differ in vowel and consonant inventories, although this

14720-481: The street. (grammatically incorrect insertion of a pronoun) But one can grammatically say essentially the same thing in Japanese: 驚いた彼は道を走っていった。 Transliteration: Odoroita kare wa michi o hashitte itta. (grammatically correct) This is partly because these words evolved from regular nouns, such as kimi "you" ( 君 "lord"), anata "you" ( あなた "that side, yonder"), and boku "I" ( 僕 "servant"). This

14848-402: The tax rate on dividend income is lower than for other forms of income to compensate for tax paid at the corporate level. A capital gain should not be confused with a dividend. Generally, a capital gain occurs where a capital asset is sold for an amount greater than the amount of its cost at the time the investment was purchased. A dividend is a parsing out a share of the profits, and is taxed at

14976-483: The term refers specifically to joint-stock companies incorporated in Japan. In Latin script, kabushiki kaisha , with 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

15104-542: The topic with an interrogative intonation to call for the hearer's attention: Kore wa? "(What about) this?"; O-namae wa? ( お名前は? ) "(What's your) name?". Negatives are formed by inflecting the verb. For example, Pan o taberu ( パンを食べる。 ) "I will eat bread" or "I eat bread" becomes Pan o tabenai ( パンを食べない。 ) "I will not eat bread" or "I do not eat bread". Plain negative forms are i -adjectives (see below) and inflect as such, e.g. Pan o tabenakatta ( パンを食べなかった。 ) "I did not eat bread". Dividend A dividend

15232-419: The two consonants are the moraic nasal followed by a homorganic consonant. Japanese also includes a pitch accent , which is not represented in moraic writing; for example [haꜜ.ɕi] ("chopsticks") and [ha.ɕiꜜ] ("bridge") are both spelled はし ( hashi ) , and are only differentiated by the tone contour. Japanese word order is classified as subject–object–verb . Unlike many Indo-European languages ,

15360-577: The two methods were both used in writing until the 1940s. Bungo still has some relevance for historians, literary scholars, and lawyers (many Japanese laws that survived World War II are still written in bungo , although there are ongoing efforts to modernize their language). Kōgo is the dominant method of both speaking and writing Japanese today, although bungo grammar and vocabulary are occasionally used in modern Japanese for effect. The 1982 state constitution of Angaur , Palau , names Japanese along with Palauan and English as an official language of

15488-480: The two terms (''hyōjungo'' and ''kyōtsūgo'') are almost the same. Hyōjungo or kyōtsūgo is a conception that forms the counterpart of dialect. This normative language was born after the Meiji Restoration ( 明治維新 , meiji ishin , 1868) from the language spoken in the higher-class areas of Tokyo (see Yamanote ). Hyōjungo is taught in schools and used on television and in official communications. It

15616-407: The verb (e.g. yonde for earlier yomite ), the -k- in the final mora of adjectives drops out ( shiroi for earlier shiroki ); and some forms exist where modern standard Japanese has retained the earlier form (e.g. hayaku > hayau > hayɔɔ , where modern Japanese just has hayaku , though the alternative form is preserved in the standard greeting o-hayō gozaimasu "good morning"; this ending

15744-548: The world. Since Japanese first gained the consideration of linguists in the late 19th century, attempts have been made to show its genealogical relation to languages or language families such as Ainu , Korean , Chinese , Tibeto-Burman , Uralic , Altaic (or Ural-Altaic ), Austroasiatic , Austronesian and Dravidian . At the fringe, some linguists have even suggested a link to Indo-European languages , including Greek , or to Sumerian . Main modern theories try to link Japanese either to northern Asian languages, like Korean or

15872-539: Was based on 12- to 20-second-long recordings of 135 to 244 phonemes , which 42 students listened to and translated word-for-word. The listeners were all Keio University students who grew up in the Kanto region . There are some language islands in mountain villages or isolated islands such as Hachijō-jima island , whose dialects are descended from Eastern Old Japanese . Dialects of the Kansai region are spoken or known by many Japanese, and Osaka dialect in particular

16000-669: Was clarified in 2018 by the England and Wales Court of Appeal in the case of Global Corporate Ltd v Hale [2018] EWCA Civ 2618. Certain payments made to a director/shareholder had been treated by the High Court as quantum meruit payments to Hale in his capacity as a company director but the Appeal Court reversed this judgment and treated the payments as dividends. At the time of payment they had been treated as "dividends" payable from an anticipated profit. The company subsequently went into liquidation ; an attempt to recharacterise

16128-735: Was imported to Japan from Baekje around the start of the fifth century, alongside Buddhism. The earliest texts were written in Classical Chinese , although some of these were likely intended to be read as Japanese using the kanbun method, and show influences of Japanese grammar such as Japanese word order. The earliest text, the Kojiki , dates to the early eighth century, and was written entirely in Chinese characters, which are used to represent, at different times, Chinese, kanbun , and Old Japanese. As in other texts from this period,

16256-474: Was lost immediately following its composition.) This set of morae shrank to 67 in Early Middle Japanese , though some were added through Chinese influence. Man'yōgana also has a symbol for /je/ , which merges with /e/ before the end of the period. Several fossilizations of Old Japanese grammatical elements remain in the modern language – the genitive particle tsu (superseded by modern no )

16384-631: 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

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