Timely Disclosure Rules

The Securities Listing Regulations require issuers of venture funds, etc. to disclose in a timely and appropriate manner information pertaining to the investment corporation and asset management company and information pertaining to the content of assets under management, etc.In addition, when the details of financial results are determined, disclosure by means of financial statements is required.
In addition, disclosing the status of assets under management, etc. and the net asset value per unit of the relevant listed venture fund once per quarter is also required.

Information Related to Venture Funds, Asset Management Company, etc.

Category Details
Information Related to Decisions by Investment Corporation
  1. Split or reverse split of investment units;
  2. Additional issuance or secondary offering of investment units;
  3. Offering of investment corporation bonds or borrowing of funds;
  4. Merger;
  5. Change the certificate of incorporation or dissolution;
  6. Application pertaining to delisting of a venture fund to a financial instruments exchange in Japan;
  7. Petition for commencement of bankruptcy proceedings or commencement of rehabilitation proceedings;
  8. Change in certified public accountants, etc. who prepare audit certification of financial statements, etc. or interim financial statements, etc. that are contained in an annual securities report or a semi-annual securities report;
  9. Change in the unlisted stocks, etc. rating institution;
  10. Change in officers;
  11. Money distribution;
  12. Change in the number of units per investment unit;
  13. No entrustment of administrative works regarding investor register to an institution approved by the Exchange;
  14. Deducting all or part of loss from the total amount of capital contribution, etc. pursuant to the provisions of Article 136, Paragraph 2 of the Investment Trust Act;
  15. Important matters related to administration, operation, or assets of a listed venture fund or a venture fund issuing investment corporation pertaining to a listed venture fund, which have a remarkable impact on investors’ investment decisions;
Information on Occurrence of Fact Related to Investment Corporation
  1. Business improvement order, cancellation of registration, or other dispositions equivalent thereto imposed by an administrative agency based on laws and regulations or accusation pertaining to violation of laws and regulations by an administrative agency;
  2. Falling under reasons for dissolution in accordance with laws and regulations
  3. Falling into a state where commencement of bankruptcy proceedings or commencement of rehabilitation proceedings pursuant to the provisions of laws and regulations is required, or a state equivalent thereto;
  4. The amount of net assets is likely to fall below the base net asset value specified in Article 124, Paragraph 1 of the Investment Trust Act;
  5. In cases where the ratio of interest-bearing liabilities to total assets exceeds 20%
  6. In a situation where ratio of interest-bearing liabilities to total assets exceeds 20%, if the ratio of interest-bearing liabilities to total assets falls to or below 20%
  7. Change in certified public accountants, etc. who carry out audit certification of financial statements, etc. or interim financial statements, etc. contained in an annual securities report or a semi-annual securities report (excluding cases where a body which decides business execution has made a decision to change such certified public accountants, etc. (including cases where it has made a decision that it will not carry out matters pertaining to such decision) and details have been disclosed pursuant to the provisions of g. of the preceding item);
  8. Change in the unlisted stocks, etc. rating institution (excluding cases where a body which decides business execution has made a decision to change such unlisted stocks, etc. rating institution (including cases where it has made a decision that it will not carry out matters pertaining to such decision) and disclosure of the details has been conducted pursuant to the provisions of h. of the preceding item)
  9. An annual securities report or a semi-annual securities report to which an audit report or an interim audit report specified in Article 3, Paragraph 1 of the Cabinet Office Ordinance on Audit Certification prepared by two (2) or more certified public accountants or an audit firm is attached is not expected to be submitted to the Prime Minister, etc. within a period specified in Article 24, Paragraph 1 or Article 24-5, Paragraph 1 of the Act or has not been submitted within such period (except cases where disclosure that such reports are unlikely to be submitted within said period was conducted), was submitted after such disclosure had been made, or has received the approval of the Prime Minister, etc. related to the extension of such period;
  10. Request of investors for convocation of general investors meeting
  11. Where a notice of canceling an entrustment agreement of administrative works related to the investor register has been received, or administrative works related to the investor register are unlikely to be entrusted to an institution approved by the Exchange, or it has been decided that administrative works related to the investor register would not be entrusted to an institution approved by the Exchange;
  12. Demand by investors for ceasing issuance of investment securities by investors;
  13. Important facts concerning administration, operations, or assets of a listed venture fund or a venture fund-issuing investment corporation pertaining to a listed venture fund, which have a remarkable impact on investors’ investment decisions;
Information Related to Asset Management Company Decisions
  1. Application pertaining to delisting of a venture fund to a financial instruments exchange in Japan;
  2. Merger;
  3. Petition for commencement of bankruptcy proceedings, rehabilitation proceedings, or reorganization proceedings;
  4. Dissolution (excluding dissolution by a merger);
  5. Cessation of operations pertaining to asset management;
  6. Demerger (limited to cases where the whole business is inherited);
  7. Transfer of the whole business;
  8. Application for an authorization or approval by, or notification made to the Prime Minister, etc. in accordance with laws;
  9. Changes of investment policy or risk management policy
  10. Important matters concerning administration, operations, or assets of a listed venture fund or a venture fund asset management company pertaining to a listed venture fund, which have a remarkable impact on investors’ investment decisions.
Information on Occurrence of Fact Related to Asset Management Company
  1. Business improvement order, cancellation of registration, or other dispositions equivalent thereto imposed by an administrative agency in accordance with laws and regulations or accusation pertaining to violation of laws and regulations by an administrative agency;
  2. Where it ceases to be a member of the Investment Trusts Association, Japan (General Incorporated Association);
  3. Where it ceases to be a venture fund asset management company pertaining to such listed venture fund;
  4. Petition for commencement of bankruptcy proceedings or rehabilitation proceedings filed by an entity, such as creditor, that is other than a venture fund asset management company pertaining to such listed venture fund;
  5. Important facts concerning administration, operations, or assets of a listed venture fund or a venture fund asset management company pertaining to a listed venture fund, which have a remarkable impact on investors’ investment decisions.

Information Related to Investment Corporation Earnings

Category Details
Earnings Details Earnings Reports (Interim Earnings Reports)

Information Related to the Assets Under Management, etc. of a Listed Venture Funds

Category Details
Information Related to Asset Management Company Decisions
  1. Transfer or acquisition of assets pertaining to assets under management, etc.;
  2. Important matters concerning assets under management, etc. which have a remarkable impact on investors' investment decision.
Information on Occurrence
  1. Where an unlisted stock, etc. is listed on a financial instruments exchange (including cases where such listing is postponed or cancelled);
  2. Where a stock, etc. listed on a financial instruments exchange in Japan or a stock, etc. listed or continuously traded on a financial instruments exchange in a foreign country is delisted, or their registration is cancelled;
  3. Where an issuer of unlisted stocks, etc. or unlisted stocks, etc.-related assets or an entity other than such issuer has filed a petition for commencement of bankruptcy proceedings, rehabilitation proceedings, or reorganization proceedings for an issuer of an unlisted stock, etc. or unlisted stocks, etc.-related assets, or where the Enforcement Rules specifies as a state equivalent thereto;
  4. Facts concerning important assets under management, etc. which have a material impact on investors' investment decisions.

Items Concerning Assets Under Management, etc. and Net Asset Value per Unit of Listed Venture Funds

Category Details
Items Concerning Assets Under Management, and Asset Value per Unit of Listed Venture Funds A listed venture fund issuer, etc. shall disclose matters referred to in each of the following items concerning assets under management, etc. on a quarterly basis.
  1. Issues of stocks, etc. within five (5) years after listing, continuously held stocks, etc. within five (5) years after listing and continuously held stocks, etc. for which five (5)
  2. An overview of an issuer of an unlisted stock, etc. and unlisted stocks, etc.-related assets;
  3. The most recent state of management and a short term-management policy.
  4. Reason for holding continuously held stocks, etc. for which five (5) years have passed after listing, and management policy;
  5. Net Asset Value per Unit of Listed Venture Funds