Press Conference by Kaoru Yosano, Minister of State for Economic and Fiscal Policy and Financial Services

(Excerpt)

November 22, 2005

Q.

The Tokyo Stock Exchange (TSE) is planning to review its listing rules next year, in order to ban listed companies from issuing ''golden shares'' as a general rule. What do you think about TSE's decision or policy to prohibit ''golden shares'' as a general rule?

A.

TSE is a place where all shares are traded. If it just prevents companies with certain types of shares permitted under the Companies Act from being listed, it means they are being rejected on the grounds of TSE's listing criteria despite being permitted under the Companies Act. Such a scenario seems impossible, as a matter of logic.

Q.

The other day, the Prime Minister told you and the Minister of Finance, Mr. Sadakazu Tanigaki, that his intentions were not being understood. On the other hand, I am sure you have your own opinions on fiscal rehabilitation and Government-affiliated financial institutions. What is your view or impression of his comment?

A.

He probably meant to tell me to be in close contact with members of the Liberal Democratic Party (LDP). I frequently communicated with the Government from the LDP's position when I worked with LDP members while serving as the Chairman of the Policy Research Council, so I will work in close contact with LDP members when making decisions. I think his advice was given in that context.

Q.

To amend TSE's listing rules on ''golden shares'', the TSE would file an application with the Financial Services Agency (FSA) for its approval, but judging from what you just said...

A.

Ultimately, it is probably impermissible to undermine other shareholders' rights by suddenly creating ''golden shares'' or by other such means. It would be a completely different story if they were created with the consent of most of the shareholders, but if a company arbitrarily creates them, it would have the effect of severely restricting or nullifying the voting rights of other shareholders, so I think it is not permissible as a matter of logic.

However, if a company with ''golden shares''--as corporate defense measures permitted under the Companies Act--is to be listed for the first time, the fact would be known by the public and be broadly known by the shareholders. If a company is deemed not to fulfill the listing criteria because of its ''golden shares'', then the listing criteria would be narrowing down the types of shares permitted under the Companies Act. This would not be logical.

As a matter of course, various rights granted to shareholders as a result of holding the shares should not be restricted by the creation of ''golden shares''.

(End)