FSA Weekly Review No.629 March 27, 2025

FSA Weekly Review No.629: March 27, 2025

What’s New on the FSA Website

Week of March 14, 2025 - March 20, 2025

This page contains the latest in events, developments, and updates to the FSA website.

Public Comments

March 14, 2025	Publication of the draft "Cabinet Orders and Cabinet Office Orders Pertaining to the Amendments to the Financial Instruments and Exchange Act, etc." and other relevant documents for public consultation <Summary> The FSA has published the draft "Cabinet Orders and Cabinet Office Orders Pertaining to the Amendments to the Financial Instruments and Exchange Act, etc." and other relevant documents (hereinafter collectively referred to as the "proposal") for public consultation. In response to the "Act Partially Amending the Financial Instruments and Exchange Act and the Act on Investment Trusts and Investment Corporations," which was enacted on May 15, 2024, the proposal is mainly intended to develop provisions of the applicable Cabinet Orders and Cabinet Office Orders. In particular, the proposal is intended to develop the provisions pertaining to (1) Tender Offer Rule in terms of: - amending the scope of transactions that are subject to the Tender Offer Rule - amending the scope of formal ”specially related parties" - making tender offer procedures more flexible, and - clarifying the information required to be included in the tender offer statements. (2) Large Shareholding Reporting Rule in terms of: - developing provisions, etc. toward the facilitation of dialogue between corporations and investors - developing rules on cash-settled equity derivatives which are subject to the Large Shareholding Reporting Rule; - revising the scope of pseudo joint holders, and; - Clarifying the information required to be included in the large shareholding report. Public comments will be accepted until 5:00 p.m. [JST], April 13, 2025 The original press release is available in Japanese.

March 14, 2025

Publication of the draft "Cabinet Orders and Cabinet Office Orders Pertaining to the Amendments to the Financial Instruments and Exchange Act, etc." and other relevant documents for public consultation
<Summary>
The FSA has published the draft "Cabinet Orders and Cabinet Office Orders Pertaining to the Amendments to the Financial Instruments and Exchange Act, etc." and other relevant documents (hereinafter collectively referred to as the "proposal") for public consultation.
In response to the "Act Partially Amending the Financial Instruments and Exchange Act and the Act on Investment Trusts and Investment Corporations," which was enacted on May 15, 2024, the proposal is mainly intended to develop provisions of the applicable Cabinet Orders and Cabinet Office Orders.
In particular, the proposal is intended to develop the provisions pertaining to
(1) Tender Offer Rule in terms of:

- amending the scope of transactions that are subject to the Tender Offer Rule

- amending the scope of formal ”specially related parties"

- making tender offer procedures more flexible, and

- clarifying the information required to be included in the tender offer statements.

(2) Large Shareholding Reporting Rule in terms of:

- developing provisions, etc. toward the facilitation of dialogue between corporations and investors

- developing rules on cash-settled equity derivatives which are subject to the Large Shareholding Reporting Rule;

- revising the scope of pseudo joint holders, and;

- Clarifying the information required to be included in the large shareholding report.

Public comments will be accepted until 5:00 p.m. [JST], April 13, 2025

The original press release is available in Japanese. open new window

Press Releases

Policies

March 14, 2025	Publication of an ex-ante valuation report based on regulatory impact analysis (RIA) in regard to the review of the "Tender Offer Rule" and "Large Shareholding Reporting Rule" <Summary> The FSA published an ex-ante evaluation report based on regulatory impact analysis (RIA)* in regard to the review of the "Tender Offer Rule" and "Large Shareholding Reporting Rule" pursuant to the "Government Policy Evaluations Act." The review is mainly aimed at arranging/developing necessary provisions for setting forth the requirements for derivative transactions subject to the obligation of filing large shareholding reports, in addition to setting forth the scope of transactions not subject to the "Tender Offer Rule," in response to the partial enforcement of the "Act Partially Amending the Financial Instruments and Exchange Act and the Act on Investment Trusts and Investment corporations." *RIA is a methodology aimed at improving the objectivity and transparency of regulations by objectively analyzing the impact of the introduction or revision of regulations in respect of the expected implementation costs and effects, etc., and by disclosing the results. In this regard, competition assessment estimates and evaluates the impact on the competitive status based on the benefits and burdens incurred by the establishment, revision, or abolition of a regulation. The original press release is available in Japanese.

March 14, 2025

Publication of an ex-ante valuation report based on regulatory impact analysis (RIA) in regard to the review of the "Tender Offer Rule" and "Large Shareholding Reporting Rule"
<Summary>
The FSA published an ex-ante evaluation report based on regulatory impact analysis (RIA)* in regard to the review of the "Tender Offer Rule" and "Large Shareholding Reporting Rule" pursuant to the "Government Policy Evaluations Act."
The review is mainly aimed at arranging/developing necessary provisions for setting forth the requirements for derivative transactions subject to the obligation of filing large shareholding reports, in addition to setting forth the scope of transactions not subject to the "Tender Offer Rule," in response to the partial enforcement of the "Act Partially Amending the Financial Instruments and Exchange Act and the Act on Investment Trusts and Investment corporations."

*RIA is a methodology aimed at improving the objectivity and transparency of regulations by objectively analyzing the impact of the introduction or revision of regulations in respect of the expected implementation costs and effects, etc., and by disclosing the results. In this regard, competition assessment estimates and evaluates the impact on the competitive status based on the benefits and burdens incurred by the establishment, revision, or abolition of a regulation.

The original press release is available in Japanese. open new window

International

March 17, 2025	The Japan-Bermuda bilateral meeting on insurance

Councils

March 19, 2025	Publication of the agenda and handouts of the second meeting of the "Expert Study Group on Assurance of Sustainability-related Financial Information" of the Financial System Council <Summary> The FSA published the agenda and handouts of the second meeting of the "Expert Study Group on Assurance of Sustainability-related Financial Information" of the Financial System Council, which was held on March 21, 2025. In the second meeting, the secretariat (i.e. the FSA) gave a briefing on how the disciplinary rules for the conduct of sustainability-related financial information assurance service providers should be, followed by a discussion among the Expert Study Group members. The original press release is available in Japanese.
March 18, 2025	Publication of the agenda and handouts of the second meeting of the "Networking Group on Environmental Preparation for Disclosure of Annual Securities Reports Before Annual General Meetings" <Summary> The FSA published the agenda and handouts of the second meeting of the "Networking Group on Environmental Preparation for Disclosure of Annual Securities Reports Before Annual General Meetings," which was held on March 18, 2025. The original press release is available in Japanese.
March 14, 2025	The second meeting of the Expert Study Group on Assurance of Sustainability-related Financial Information (of the Financial System Council)

Banks

March 18, 2025	Publication of a policy package to encourage financial institutions (FIs) to provide corporate borrowers with support measures in terms of forward-looking management improvement and business turnaround, not limited to financial (cash management) support, as well as a request to FIs to further extend tailored business support to corporate borrowers based on the said policy package <Summary> In response to the growing need for the public and private financial institutions (FIs) , etc. to work closely with business operators (corporate borrowers) for forward-looking management improvement and business turnaround as business challenges diversify, on March 17, 2025, the FSA alongside the relevant ministries and agencies compiled and published a policy package(available only in Japanese) to encourage FIs to facilitate the provision of tailored support measures (not limited to financial (cash management) support) for corporate borrowers in terms of management improvement and business turnaround. Subsequent to the publication of the policy package, on March 18, 2025, the FSA alongside the relevant ministries and agencies requested the public and private FIs, etc. to ensure the facilitation of financing for corporate borrowers based on the said policy package. Details of the request is available only in Japanese here. The original press release is available in Japanese.(1)(2 )

March 18, 2025

Publication of a policy package to encourage financial institutions (FIs) to provide corporate borrowers with support measures in terms of forward-looking management improvement and business turnaround, not limited to financial (cash management) support, as well as a request to FIs to further extend tailored business support to corporate borrowers based on the said policy package
<Summary>
In response to the growing need for the public and private financial institutions (FIs) , etc. to work closely with business operators (corporate borrowers) for forward-looking management improvement and business turnaround as business challenges diversify, on March 17, 2025, the FSA alongside the relevant ministries and agencies compiled and published a PDF

policy package open new window

(available only in Japanese) to encourage FIs to facilitate the provision of tailored support measures (not limited to financial (cash management) support) for corporate borrowers in terms of management improvement and business turnaround.
Subsequent to the publication of the policy package, on March 18, 2025, the FSA alongside the relevant ministries and agencies requested the public and private FIs, etc. to ensure the facilitation of financing for corporate borrowers based on the said policy package. Details of the request is available only in Japanese here open new window

.

The original press release is available in Japanese.(1

)(2

)

Securities

March 14, 2025	Administrative monetary penalty against GALA INCORPORATED for making false statements in its securities reports and so forth <Summary> On March 13, 2025, the FSA issued an order to impose an administrative monetary penalty against GALA INCORPORATED for making false statements in its securities reports and so forth, in violation of the "Financial Instruments and Exchange Act." The original press release is available in Japanese.

March 14, 2025

Administrative monetary penalty against GALA INCORPORATED for making false statements in its securities reports and so forth
<Summary>
On March 13, 2025, the FSA issued an order to impose an administrative monetary penalty against GALA INCORPORATED for making false statements in its securities reports and so forth, in violation of the "Financial Instruments and Exchange Act."

The original press release is available in Japanese. open new window

Others

March 18, 2025	Introduction of a BIMI (Brand Indicators for Message Identification) technology-based symbol icon for the authentication of the FSA's emails <Summary> The FSA announced that it has introduced a BIMI (Brand Indicators for Message Identification) technology-based symbol icon for the authentication of the FSA's emails. With the BIMI technology, the emails sent from the FSA's domain (fsa.go.jp) will show an authenticated FSA's symbol as an icon in the mailbox when received by the FSA's email service users. This is an anti-spoofing measure to prevent emails spoofing the FSA, thereby making it easier for the FSA's email recipients to confirm that the email is truly sent by the FSA. The original press release is available in Japanese.
March 17, 2025	Webpage for information on "Global Money Week 2025"-related initiatives <Summary> The FSA launched a webpage for information on "Global Money Week (GMW) 2025"-related initiatives. GMW is an international awareness campaign organized by the OECD (Organisation for Economic Co-operation and Development) and its INFE (International Network on Financial Education) [available only in English], aimed at promoting financial education and financial inclusion among children and youth. The FSA called for proposals for initiatives on financial education for youth to be implemented during GMW 2025, and events have been held across Japan by associations, etc. that support the objectives of GMW, based on the proposals they filed. The list of such initiatives will be updated in due course, including those based on the post-event reporting form. The original press release is available in Japanese.

March 18, 2025

Introduction of a BIMI (Brand Indicators for Message Identification) technology-based symbol icon for the authentication of the FSA's emails
<Summary>
The FSA announced that it has introduced a BIMI (Brand Indicators for Message Identification) technology-based symbol icon for the authentication of the FSA's emails.
With the BIMI technology, the emails sent from the FSA's domain (fsa.go.jp) will show an authenticated FSA's symbol as an icon in the mailbox when received by the FSA's email service users.
This is an anti-spoofing measure to prevent emails spoofing the FSA, thereby making it easier for the FSA's email recipients to confirm that the email is truly sent by the FSA.

The original press release is available in Japanese. open new window

March 17, 2025

Webpage for information on "Global Money Week 2025"-related initiatives
<Summary>
The FSA launched a webpage for information on "Global Money Week (GMW) 2025"-related initiatives.
GMW is an international awareness campaign organized by the OECD (Organisation for Economic Co-operation and Development) and its INFE (International Network on Financial Education) [available only in English], aimed at promoting financial education and financial inclusion among children and youth.
The FSA called for proposals for initiatives on financial education for youth to be implemented during GMW 2025, and events have been held across Japan by associations, etc. that support the objectives of GMW, based on the proposals they filed.
The list of such initiatives will be updated in due course, including those based on the post-event reporting form.

The original press release is available in Japanese. open new window

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