2000 Fiscal Year Final Research Report Summary
Corporation Law in Transnational Aspects
| Project/Area Number |
10420007
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| Research Category |
Grant-in-Aid for Scientific Research (B).
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| Allocation Type | Single-year Grants |
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| Section | 一般 |
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| Research Field |
Civil law
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| Research Institution | University of Tokyo |
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Principal Investigator |
EGASHIRA Kenjiro Univ. of Tokyo, Graduate School of Law & Politics, Professor, 大学院・法学政治学研究科, 教授 (20009822)
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| Co-Investigator(Kenkyū-buntansha) |
YAMASHITA Tomonobu Univ. of Tokyo, Graduate School of Law & Politics, Professor, 大学院・法学政治学研究科, 教授 (10107485)
IWAHARA Shinsaku Univ. of Tokyo, Graduate School of Law & Politics, Professor, 大学院・法学政治学研究科, 教授 (20107486)
KASHIWAGI Noboru Univ. of Tokyo, Graduate School of Law & Politics, Professor, 大学院・法学政治学研究科, 教授 (20251431)
MASUI Yoshihiro Univ. of Tokyo, Graduate School of Law & Politics, Associate Professor, 大学院・法学政治学研究科, 助教授 (90199688)
DOGAUCHI Masato Univ. of Tokyo, Graduate School of Law & Politics, Professor, 大学院・法学政治学研究科, 教授 (70114577)
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| Project Period (FY) |
1998 – 2000
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| Keywords | corporation / legal entity / transnational affair / choice of law / foreign corporation / transnational activity of enterprise / multinational enterprise / joint venture |
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| Research Abstract |
The purpose of this project is a comprehensive research of all the issues concerning the application of the Japanese Corporation Law to transnational affairs.
The issues must be examined in two parts. The first is a choice-of-law problem : which country's law is to be applied to the affairs concerning corporation law ? The second is a constructive problem of substantive law : for example, whether the term "corporation" in the Japanese Corporation Law includes a "foreign corporation", if Japanese law is to be applied? Concerning the first problem, in addition to choice-of-law view points, examinations must be made from public-law view points (for example, extra-territorial application of public law) in some circumstances.
Important legislative issues of the Japanese Corporation Law concerning foreign corporations include : (1) ambiguity of the provision dealing with quasi-foreign corporations, (2) defects of the provisions concerning foreign corporations (for example, insufficient disclosure of their financial statements), (3) ambiguity of treatment of foreign corporations in bondholders' meetings, mergers etc., (4) requirement of recognized legal entities.
Most of the Corporation Law issues brought about by Japanese corporations' transnational activities can be solved adequately by the existing Corporation Law.
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