3.Corporate Matters and Procedure

Q2 (Adding Directors)

We would like to add one more director to the board. If the new director will not be a representative director, is it sufficient to have the director affix his/her seal on the acceptance, without attaching a certificate of seal registration?

For a company with a formal board of directors, in the election of the representative director, under the registration procedure, the acceptance must be stamped with the registered seal and also be accompanied by a certificate of seal registration. However, this does not apply in the election of a director who is not a representative director.

On the other hand, for a company without a formal board of directors, the director’s acceptance must be stamped with the registered seal and also be accompanied by a certificate of seal registration.

(Posted: August 6, 2012)