106 Revision of the Companies Act
Ministry of Justice held a board of committees on July 18 2012 to discuss revision of the companies act based on a first draft submitted by staffs.
According to the minute of this meeting, discussion seemed to cover the topics as below.
1. Foundation of the audit/supervising committee
2. Reinforcement of independency of the outside directors
3. To give a right to determine the appointment and remuneration of independent auditors
4. Multiple shareholders’ derivative action
Proposition on obligatory outside directors has been deleted from the draft due to the strong opposition from economic circles.
Multiple shareholders’ derivative action is a system that renders shareholders of a parent company a right to make a shareholders’ derivative action against directors of its subsidiaries. This reflects the context that shareholders of a parent company was not allowed to make such an action against directors of its subsidiaries before, and since directors from a parent company often become directors of its subsidiaries as well, it has been hard to make an action towards their responsibility.
As you can see in this discussion, audit and supervision over companies will become lawfully more reinforced in the future.
