The Eligibility of Corporations to Serve as Directors (2)[in Japanese]
DateNovember, 2022
BibliographyThe Hitotsubashi journal of law and international studies (Vol. 21, Issue 3)
AuthorTaro SAKAI
Summary In November 2022, an article by Dr. Taro Sakai, professor of the Hitotsubashi University Graduate School of Law a­nd researcher at the Institute for Global Governance Research, was published in the latest version of The Hitotsubashi Journal of Law a­nd International Studies. This article constitutes the second part of the paper presented by the professor, part I having been published in the The Hitotsubashi Journal of Law a­nd International Studies’ July issue. The Japanese Companies Act does not allow corporations to become a board member (Section 331 subsection 1 item 1). This paper examines whether this rule can be theoretically justified. Moreover, this paper also analyses whether there is policy legitimacy or technical significance in a corporation becoming a director. This issue has long been discussed, but with the enactment of the Companies Act in 2005, the major structure of the regulation on which the discussion is based has changed significantly. This paper discusses the eligibility of a corporation to become a board member in terms of whether this change in the corporate regulations affects the rationale as illustrated in the previous discussions.