SESC Latest Topics No.84＜September 2022＞
Last Updated : September 29, 2022
What’s New on the SESC Website
This page contains the latest in events, developments, and updates to the SESC website.
Press Releases
(Following press release is available in Japanese)
Financial Instruments Businesses etc.
| June 28, 2022: |
Petition for a court injunction against Thousand Ventures Co., Ltd. and its manager.
<Summary>
Based on an investigation of Thousand Ventures K.K. (hereinafter, “the Company”), the SESC identified that the Company and YOSHINAGA Tomonori, the Representative Director of the Company, had (i) solicited shares in foreign collective investment schemes, (ⅱ) engaged in intermediation for Over-the-Counter derivative transactions, and (ⅲ) solicited a corporate bond issued by another company on a regular basis without statutory registration. In addition, the Company and its Representative Director had conducted public offerings of its corporate bonds without statutory notification. The SESC filed a petition with the Tokyo District Court for an injunction to prohibit and suspend them from conducting the aforementioned activities. |
Policy Proposal
| June 21, 2022: |
Policy proposal regarding solicitation of offers to acquire the membership rights of a limited liability company <Summary>
Recently, there have been numerous consultations and complaints from outside sources that limited liability companies with uncertain business conditions inappropriately solicit investments, through a large number of employees who do not always understand their business, from a large number of investors by purporting to invest in the membership rights of such limited liability companies. Such inappropriate investment solicitation has been also identified in the course of the SESC's investigation.
However, under the current regulatory framework, except in specific cases, solicitation of the membership rights of a limited liability company by its employees, etc. does not fall under the category of financial instruments business. From the viewpoint of ensuring investor protection thoroughly, the SESC, pursuant to Article 21 of the Financial Services Agency Establishment Act, submitted a policy proposal to the Prime Minister and the Commissioner of the FSA, to take appropriate measures regarding solicitation of a limited liability company’s membership rights by persons other than its executives (its employees, etc.), such as expanding the scope of the registration as a financial instruments business operator. |
Market Misconduct
| June 28, 2022: |
Recommendation for an administrative monetary penalty payment order against market manipulation relating to shares of KYOSHA CO., LTD. <Summary> The SESC recommended that the Prime Minister and the Commissioner of the FSA issue an administrative monetary penalty payment order of 4,150,000 yen against an individual investor who committed market manipulation in violation of the Financial Instruments and Exchange Act.
Based on an inspection, the SESC determined that the individual investor had committed market manipulation for the purpose of inducing the sale and purchase of securities through (1) pulling up the share prices of KYOSHA CO., LTD. higher than the last commitment value by placing purchase orders at higher prices than the last commitment value, (2) placing purchase orders against his/her own sell orders, and (3) placing multiple purchase orders around the best bid quotation or at lower prices.
Through these techniques, the individual investor intended to mislead other persons into believing that the sale and purchase of the securities were thriving, and to cause fluctuations in market prices in his/her favor. |
False Disclosure Statement
| June 21, 2022: |
Recommendation for an administrative monetary penalty payment order against KITA KOUDENSHA Corporation for making false statements in its disclosure documents. <Summary> The Securities and Exchange Surveillance Commission (SESC) made a recommendation that the Prime Minister and the Commissioner of the Financial Services Agency impose an administrative monetary penalty order of 6,000,000 yen against KITA KOUDENSHA Corporation (hereinafter, “the Company”). As a result of the inspection from a disclosure-regulation perspective, the SESC found that the Company had prepared financial statements that contained excessive current net profits due to improper accounting treatment and submitted Annual Securities Reports and Quarterly Reports containing such statements. The SESC accordingly decided that the Company had made false statements in the disclosure documents. |
| June 23, 2022: |
Recommendation for an administrative monetary penalty payment order against Agile Media Network Inc. for making false statements in its disclosure documents. <Summary>
The Securities and Exchange Surveillance Commission (SESC) made a recommendation that the Prime Minister and the Commissioner of the Financial Services Agency impose an administrative monetary penalty order of 84,250,000 yen against Agile Media Network Inc. (hereinafter, “the Company”). As a result of the inspection from a disclosure-regulation perspective, the SESC found that the Company had prepared consolidated financial statements that contained excessive current net profits due to improper accounting treatment and submitted Annual Securities Reports, Quarterly Reports, amended reports of its Annual Securities Reports and Quarterly Reports, and securities registration statements including the Annual Securities Reports and Quarterly Reports as embedded information. The SESC accordingly decided that the Company had made false statements in the disclosure documents. |
