March 12, 2008
Financial Services Agency

Public Consultation on the "English-Language Disclosure System"

The Securities and Exchange Act (currently the Financial Instruments and Exchange Act (hereafter referred to as "FIEA") was amended in 2005 to allow foreign issuers with an obligation to submit continuous disclosure documents in accordance with FIEA Art.24 para.1, etc. to provide continuous disclosure in the form of an English-language Foreign Company Report (Gaikokugaisha-houkokusho) instead of continuous disclosure documents such as the Annual Securities Report (this new framework being hereafter referred to as the "English-Language Disclosure System"). The English-Language Disclosure System was brought into force on December 1, 2005 exclusively for issuers of foreign exchange traded funds (hereafter referred to as "foreign ETFs"), with the effctive date for other foreign issuers to be set by March 31, 2009 by way of a Cabinet Order.

Today, the Financial Services Agency (FSA) published for public consultation a draft Cabinet Office Ordinance for the purpose of revising the current Cabinet Office Ordinances on the English-Language Disclosure System. The effective date of the English-Language Disclosure System for foreign issuers other than issuers of foreign ETFs will be specified by a Cabinet Order once the Cabinet Office Ordinance is finalized, and the revised rules will be applicable to Foreign Company Reports submitted on and after the same date.

The proposed revisions to the Cabinet Office Ordinances aim to relax the requirements for the application of the English-Language Disclosure System and reduce the requirements on foreign issuers for documents in Japanese in the interests of promoting the utilization of the English-Language Disclosure System. In addition, the FSA has released draft guidelines for the English-Language Disclosure System (hereafter referred to as the "Guidelines"). The Guidelines provide instructions for creating a Japanese-language summary of the Foreign Company Report, which is required as a supplement to the Foreign Company Report.

The full text of the proposed Cabinet Office Ordinance and the draft Guidelines are now available in Japanese on the FSA website. For the sake of convenience, the summary of the Cabinet Office Ordinance in English is available in PDFAppendix A. The FSA invites comments on the proposed Cabinet Office Ordinance and the draft Guidelines.

Comments should reach us by April 14, 2008.

Comments may be sent by post, fax, or e-mail, and should be accompanied by the name of the person and/or organization and contact information, including the mailing address of the person and/or organization. Comments in English will be accepted. Comments by phone will not be accepted.

Please note that the FSA will not respond to any individual respondent in person.

Please send comments to:

Corporate Accounting and Disclosure Division
Financial Services Agency of Japan
3-2-1 Kasumigaseki, Chiyoda-ku, Tokyo 100-8967 Japan
Fax: +81-3-3506-6266
E-mail: comments-disclosure@fsa.go.jp

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