Listing

Criteria for alteration of markets(From Mothers to Main Markets)

Update : Jul. 16, 2013

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Formal Requirements(Alteration from Mothers)

As of March 9, 2012
Criteria Alteration to 1st section from Mothers
(The following A or B must be satisfied)
Alteration to 2nd section from Mothers
A B
(1) Number of shareholders
(As of the alteration of listing market day)
2,200 or more 800 or more
(2) Tradable shares
(As of the alteration of listing market day)
(All of the following a. through c. must be satisfied)
a. The number of tradable shares: 20,000 units or more
b. The market capitalization of the tradable shares: 2 billion yen or more
c. Ratio of tradable shares to listed shares: 35% or more
(All of the following a. through c. must be satisfied)
a. The number of tradable shares: 20,000 units or more
b. The market capitalization of the tradable shares: 1 billion yen or more
c. Ratio of tradable shares to listed shares: 35% or more
(All of the following a. through c. must be satisfied)
a. The number of tradable shares: 4,000 units or more
b. The market capitalization of the tradable shares: 1 billion yen or more
c. The number of tradable shares: 30% or more
(3)Trading Volume The average monthly trading volume for each of the last three (3) months and the preceding three (3) months shall be at least 200 units - -
(4)Market capitalization
(As of the alteration of listing market day)
4 billion yen or more 25 billion yen or more 2 billion yen or more
(5)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 listing market alteration application day.
(6)Amount of net assets
(As of the alteration of listing market day)
1 billion yen or more
(7)Amount of profits and market capitalization

(The following 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 market alteration day is expected to reach at least 50 billion yen, except cases where sales for the last year are less than 10 billion yen

(8) False statement or adverse opinion, etc.

(a. through c. must be satisfied)

a. A listed company makes no false statement in the securities report, etc. which contains or makes reference to financial statements, etc. for each business year or each consolidated accounting year or quarterly financial statements, etc. for a quarterly accounting period in each business year or for a quarterly consolidated accounting period in each consolidated accounting year which ended in the last five (5) years;

b. The audit report of a listed company attached to financial statements, etc. for each business year or each consolidated accounting year and a quarterly review report of the listed company attached to quarterly financial statements, etc. for a quarterly counting period in each business year or for a consolidated quarterly accounting period in each consolidated accounting year which ended in the last five (5) years contain an "unqualified opinion", a "qualified opinion with exceptions", "an unqualified conclusion" or a "qualified conclusion with exceptions" of certified public accountants or an audit firm; provided;

c. The listed company shall not fall under the following (a) and (b):
(a) The internal control report pertaining to a business year ending in the last year
contains the fact that "appraisal results cannot be provided"; and
(b) The internal control audit report regarding an internal control report pertaining to a business year ending in the last year contains the fact that "opinions are not expressed"

(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".


(9)Establishment of a shareholder services agent

Shareholder services have been entrusted to an institution specified as the applicant’s shareholder services agent

(10)Restriction on transfer of shares Transfer of shares pertaining to an application is not restricted
(11)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
(12)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 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 applicant will cease to be a substantial surviving company by such an act; provided;

b. Where a merger in which an 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 application day.
(13)The initial listing day Assignment of the Second Section Market stock, etc. to the First Section Market issue shall not be carried out where there are no issue for which one year or more has elapsed since the listing day as of the day on which assignment is made to the First Section Market among the stocks, etc. to be issued. -

Eligibility Requirements

As of March 9, 2012
(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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