Listing

Criteria for Listing

Update : Jul. 16, 2013

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Formal Requirements (Domestic Stocks)

As of May 10, 2012

Criteria Securities Listing Regulations
(Formal Requirment)
(1) Number of shareholders
(As of the listing day)
800 or more (or 2,200 or more *2)
(2) Tradable shares *1
(As of the listing day)
a. The number of tradable shares: 4,000 units or more
(or 20,000 units or more *2)
b. The market capitalization of the tradable shares: 1 billion yen or more
c. The number of tradable shares: 30% or more of the listed stocks,etc.
(or 35% or more *2)
(3) Market capitalization
(As of the listing day)
2 billion yen or more (or 25 billion yen or more *2)
(4) Number of consecutive years of conducting business The business activities have been continuously carried out by setting up a board of directors since a day before the day which is three (3) years prior to the end of a business year immediately prior to the business year containing the initial listing application day
(5) Amount of net assets
(As of the listing day)
1 billion yen or more
(6) Amount of profits and market capitalization

(a. or b. must be satisfied)
a. The total amount of profits in the last two (2) years shall be at least 500 million yen;
b. The market capitalization as of the listing day is expected to reach at least 50 billion yen, except cases where sales for the last year are less than 10 billion yen
(7) False statement or adverse opinion, etc.

(a. through d. must be satisfied)
a. No false statement is made in the securities reports, etc. which contain or make reference to financial statements, etc. for each business year or each consolidated accounting year which ended in the last two (2) years or quarterly financial statements, etc. for a quarterly accounting period in each business year or for a consolidated quarterly accounting period in each consolidated accounting year;
b. The audit report attached to financial statements, etc. for each business year or each consolidated accounting year which ended in the last two (2) years contains an "unqualified opinion" or a "qualified opinion with exceptions" of certified public accountants, etc.; provided;
c. The audit report attached to financial statements, etc. for the business year and consolidated accounting year which ended in the last year and a quarterly review report attached to quarterly financial statements, etc. for a quarterly accounting period in the business year which ended in the last year and a consolidated quarterly accounting period in the consolidated accounting year contain an "unqualified opinion" or an "unqualified conclusion" of certified public accountants, etc.; provided;
d. Where a stock, etc. pertaining to an initial listing applicant is listed on any other financial instruments exchange in Japan, such stock, etc. shall not fall under the following (a) and (b):
(a) The internal control report pertaining to the business year ending in the last year contains the fact that "appraisal results cannot be provided" contained in;
(b) The internal control audit report regarding the internal control report pertaining toa business year ending in the last year contains the fact that "no opinion is provided".
(8) Audit by a listed company audit firm The financial statements, etc. for each business year or consolidated accounting year ending in the last two (2) years as well as the quarterly financial statements, etc. for a quarterly accounting period in the business year or for a quarterly consolidated accounting period in the consolidated accounting year ending in the last year have undergone audit or quarterly review equivalent to that in the provisions of Article 193-2 of the Act by a listed company audit firm
(9) Establishment of a shareholder services agent Shareholder services have been entrusted to an institution specified as the applicant’s shareholder services agent, or an informal consent of undertaking the entrustment of such shareholder services from the shareholder services agent has been received; provided, however, that the same shall not apply to a shareholder services agent approved by the Exchange
(10) Share Unit The Share Unit shall be expected to be 100 shares
(11) Classes of stock In the case that a stock, etc. pertaining to the initial listing application, such stock, etc. shall be, as a general rule, any of stocks referenced in the following a. through c. In this case, the initial listing applicant for the stock referenced in b. shall not have securities other than said stock as to which the applicant makes initial listing application

a. In the case of a company issuing one class of stock with voting rights, said stock with voting rights;
b. In the case of a company issuing multiple classes of stock with voting rights, a class of stock with voting rights whose value of rights, etc. to receive economic benefits including claim for surplus dividend pertaining to the number of shares that enables exercise of one voting right at a general shareholders meeting with regard to important matters including selection and dismissal of board members is higher than any other class of stock;
c. Stock with no voting rights
(12) Restriction on transfer of shares Transfer of shares pertaining to an initial listing application is not restricted or it is expected that there will be no restriction by the time of listing; provided, however, that the same shall not apply to cases where transfer of shares is restricted pursuant to the provisions of special laws at the same time the details of the restriction are deemed not to hinder trading in the market of the Exchange
(13) Handling by the designated book-entry transfer institution The relevant issue is subject to the book-entry transfer operation of the designated book-entry transfer institution, or is likely to be so by the time of listing
(14) Expected implementation of merger, etc The merger, etc. shall not fall under the following a. and b.:

a. Where a merger, demerger, making other company a subsidiary or making a subsidiary a non-subsidiary or transfer of a business to or from other entity is scheduled to be carried out on or after the initial listing application day and within two (2) years from the end of the most recent business year before such day, and, in addition, where the Exchange deems that an initial listing applicant will cease to be a substantial surviving company by such an act; provided;
b. Where a merger in which an initial listing applicant becomes a dissolution company,a stock swap or a stock transfer whereby it becomes a wholly-owned subsidiary of another company is expected to be carried out within two (2) years from the end of the business year immediately prior to the business year containing the initial listing application day.
  • (*1)"Tradable Shares" refers to listed shares excluding shares held by parties with a special interest such as officers, shares owned by the company itself, and shares held by persons who individually own 10% or more of listed shares.
  • (*2)If listed directly on the 1st section.
  • (*3)1 unit is the minimum number of shares necessary for 1 voting right.

Eligibility Requirements

As of May 10, 2012

Securities Listing Regulations, Rule 207  
(1) Corporate continuity and profitability
A business is operated continuously and a stable revenue base is present.
(2) Soundness of corporate management
A business is carried out fairly and faithfully.
(3) Effectiveness of corporate governance and internal management system of an
enterprise
Corporate governance and internal management system are properly prepared and
functioning.
(4) Appropriateness of disclosure of corporate information,etc.
The applicant is in a status where disclosure of the corporate information, etc. may be
carried out in an appropriate manner.
(5) Other matters deemed necessary by the Exchange from the viewpoint of the public interest or the protection of investors

For Securities Listing Regulations and Related Rules etc., please refer to the following webpage:

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