Submission of General Meetings and Business Reports of NPO corporations due to the impact of COVID-19 (Q & A)

1 It is not possible to omit the event. The annual general meeting of employees is required by law (the Act on Promotion of Specified Non-Profit Activities, hereinafter referred to as the "Law") (Article 14-2 of the Act).

2. When holding a general meeting, it can be held with the attendance of more than half of regular members (Article 25 of the Act). However, if there is a special provision in the articles of incorporation, please hold it in accordance with the articles of incorporation.
The following methods are available for holding general meetings under the influence of COVID-19.
（１） When gathering at the venue, the minimum number of people required for the operation of the general meeting (confirm the required number in the articles of incorporation, such as the chairman and the minutes signatory, the proceedings progressor, etc.) will gather, and other regular members will be written and delegated (both can be held without special provisions in the articles of incorporation) or by an electromagnetic method (not possible unless there is a special provision in the articles of incorporation).
（２） Online General Meeting (* See Q3 for details)
（３） Deemed General Meeting (* See Q4 for details)

It is possible. Regarding the holding of an online general meeting, it is understood that the use of IT and network technology ensures the interactive and immediacy facilities and environments of information transmission and meets the same conditions as ordinary general meetings. Therefore, it is possible to hold the meeting without any special provisions in the Articles of Incorporation. However, from the viewpoint of appropriate corporate management, it is desirable to promptly change the articles of incorporation and specify them in the articles of incorporation.

4 A deemed general meeting refers to a general meeting that makes a decision without actually holding a general meeting (Article 14-9 of the Act). If all regular members indicate their consent in writing or electromagnetic records, they can vote. However, if even one person disagrees, it cannot be voted. It is possible to hold the event without any special provisions in the articles of incorporation, but it is desirable to promptly change the articles of incorporation from the viewpoint of appropriate corporate management and specify them in the articles of incorporation.

5 Cannot be omitted. Audits cannot be omitted because they are stipulated by law as the duties of auditors (Article 18 of the Act). In addition, when holding a general meeting, it is customary that a financial report is a bill, and the report must be signed by an auditor. If the auditor is unable to attend the General Assembly, the Audit Report can be read by the Chair.

6 Other than online, it is necessary to enter the articles of incorporation for implementation. In particular, when a new president is elected by the board member, it is mandatory to enter the articles of incorporation because it is a matter of registration with the Legal Affairs Bureau.

Submission of a business report, etc. once every seven years to the competent authority is required, so submission cannot be omitted (Article 29 of the Act).

8 There is no extension of the submission deadline (as of May 28, there is no notification from the Cabinet Office).
However, as an operational device, the Cabinet Office has submitted business reports (Article 29 of the Act) and officer remuneration regulations (Article 55 of the Act) whose submission deadline has expired from January 1, 2020 to the end of June. If the submission was delayed, there was a request for a date such as not performing dunning, etc. until the end of September 2020 (even in the city, April 2).
If you submit a business report after the deadline, please add the details of the delay.