44-397: Sony Music Entertainment (Japan) Inc. ( 株式会社ソニー・ミュージックエンタテインメント , Kabushiki gaisha Sonī Myūjikku Entateinmento ) , often abbreviated as SMEJ or simply SME , and also known as Sony Music Japan for short (stylized as SonyMusic ), is a Japanese music arm for Sony . Founded in 1968 as CBS/Sony , SMEJ is directly owned by Sony Group Corporation and is operating independently from
88-524: A ⟨k⟩ , is often used, but the original Japanese pronunciation is kabushiki gaisha , with a ⟨g⟩ , owing to rendaku . A kabushiki gaisha must include " 株式会社 " in its name (Article 6, paragraph 2 of the Companies Act). In a company name, " 株式会社 " can be used as a prefix (e.g. 株式会社 電通 , kabushiki gaisha Dentsū , a style called 前株 , mae-kabu ) or as a suffix (e.g. トヨタ自動車 株式会社 , Toyota Jidōsha kabushiki gaisha ,
132-423: A (so-called) "close company" ( 非公開会社 , hi-kōkai gaisha ) , in which case the company (e.g. its board of directors or a shareholders' meeting, as defined in the articles of incorporation) must approve any transfer of shares between shareholders; this designation must be made in the articles of incorporation. The articles must be sealed by the incorporator(s) and notarized by a civil law notary , then filed with
176-513: A 3d action game developed by I From Japan, intended for PC. Scheduled to publish The Good Life , a daily-life rpg developed by White Owls Inc., for the PS4 and PC. Scheduled to publish Merkava Avalanche , a 3d cavalry warfare action game developed by WinterCrownWorks, for the PC. Scheduled to publish Olija , an action adventure game developed by Skeleton Crew Studio, for the PC. Scheduled to publish Deemo Reborn ,
220-495: A CBS/Sony joint venture came in 1967 from Harvey Schein , then President of Columbia Records International who had spent a decade traveling the world building CBS’s international company. In 1972 Schein would leave CBS to become the president of Sony Corporation of America. Sony Music Entertainment Japan was officially incorporated in March 1968 as a Tokyo-based 50/50 joint venture between Sony and U.S. conglomerate CBS to distribute
264-511: A K.K. is carried out by one or more incorporators ( 発起人 , hokkinin , sometimes referred to as "promoters") . Although seven incorporators were required as recently as the 1980s, a K.K. now only needs one incorporator, which may be an individual or a corporation. If there are multiple incorporators, they must sign a partnership agreement before incorporating the company. The purpose statement requires some specialized knowledge, as Japan follows an ultra vires doctrine and does not allow
308-468: A K.K. must have a board of directors ( 取締役会 , torishimariyaku kai ) consisting of at least three individuals. Directors have a statutory term of office of two years, and auditors have a term of four years. Small companies can exist with only one or two directors, with no statutory term of office, and without a board of directors ( 取締役会非設置会社 , torishimariyaku-kai hi-setchi-gaisha ) . In such companies, decisions are made via shareholder meeting and
352-477: A K.K. to act beyond its purposes. Judicial or administrative scriveners are often hired to draft the purposes of a new company. Additionally, the articles of incorporation must contain the following if applicable: Other matters may also be included, such as limits on the number of directors and auditors. The Corporation Code allows a K.K. to be formed as a "stock company that is not a public company" ( 公開会社でない株式会社 , kōkai gaisha denai kabushiki gaisha ) , or
396-447: A minor issue when deciding how to structure a business in Japan. As all publicly traded companies follow the K.K. structure, smaller businesses often choose to incorporate as a K.K. simply to appear more prestigious. In addition to income taxes, K.K.s must also pay registration taxes to the national government and may be subject to local taxes. Generally, the power to bring actions against
440-452: A music rhythm and urban fantasy game developed by Taiwanese studio Rayak, for the PS4 with PSVR support. Scheduled to publish Giraffe and Anika , a 3d adventure game developed by Atelier Mimina, for the PS4, Nintendo Switch and PC. Scheduled to publish 3rd Eye, a 2d horror exploration game, based on the Touhou franchise, for the PS4, Nintendo Switch, and PC. Scheduled to publish Gensokyo Defenders,
484-518: A platformer developed by Cat Nigiri, for the PS4, Nintendo Switch, PC, and PSVita. Published Midnight Sanctuary , a VR/3D Novel game developed by CAVYHOUSE, for the PS4, Nintendo Switch and PC. Published Tokyo Dark, a visual novel mystery adventure hybrid developed by Cherrymochi, for the PC. Published Chiki-Chiki Boxy Racers, an arcade racing game developed by Pocket, for the Nintendo Switch on August 30, 2018. Scheduled to publish on Last Standard ,
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#1732891566229528-509: A price of less than ¥50,000 per share (effective 1982-2003 ), or operate with paid-in capital of less than ¥10 million (effective 1991–2005). On June 29, 2005, the Diet of Japan passed a new Companies Act ( 会社法 , kaisha-hō ) , which took effect on May 1, 2006. A kabushiki gaisha may be started with capital as low as ¥1, making the total cost of a K.K. incorporation approximately ¥240,000 (about US$ 2,500) in taxes and notarization fees. Under
572-449: A style called 後株 , ato-kabu ). Many Japanese companies translate the phrase " 株式会社 " in their name as " Company, Limited "—this is very often abbreviated as " Co., Ltd. "—but others use the more Americanized translations "Corporation" or "Incorporated". Texts in England often refer to kabushiki kaisha as " joint stock companies ". While that is close to a literal translation of the term,
616-577: A tower-defense game developed by Neetpia, for the PS4 and Nintendo Switch. In 2019, Unties was dropped from the Sony group and became the new company Phoenixx . The company's leading role on the Japanese market was increasingly challenged by labels such as Avex (where SMEJ formerly owned 5 percent of shares). Net sales for the fiscal year ending March 31, 1997, were down 10% to 103 billion yen, while net income fell 41% to 7.7 billion yen. The market share at that time
660-503: Is a type of company ( 会社 , kaisha ) defined under the Companies Act of Japan . The term is often translated as "stock company", " joint-stock company " or "stock corporation". The term kabushiki gaisha in Japan refers to any joint-stock company regardless of country of origin or incorporation; however, outside Japan the term refers specifically to joint-stock companies incorporated in Japan. In Latin script, kabushiki kaisha , with
704-593: Is also combined into one Unicode character at code point U+337F ㍿ SQUARE CORPORATION , while the parenthesized form can also be represented with a single character, U+3231 ㈱ PARENTHESIZED IDEOGRAPH STOCK as well as parentheses around U+682A 株 CJK UNIFIED IDEOGRAPH-682A and its romanization U+33CD ㏍ SQUARE KK . These forms, however, only exist for backward compatibility with older Japanese character encodings and Unicode and should be avoided when possible in new text. The first kabushiki gaisha
748-629: Is referred to as a company with a board of statutory auditors ( 監査役会設置会社 , kansayaku-kai setchi-gaisha ) . Close K.K.s may also have a single person serving as director and statutory auditor, regardless of capital or liabilities. A statutory auditor may be any person who is not an employee or director of the company. In practice, the position is often filled by a very senior employee close to retirement, or by an outside attorney or accountant. Japanese law does not designate any corporate officer positions. Most Japanese-owned kabushiki gaisha do not have "officers" per se , but are directly managed by
792-639: The British Columbia Graphophone Company (an EMI subsidiary), so the licensee for the British Columbia Graphophone Company was actually Toshiba Musical Industries . With Sony Corporation of America 's buyout of Bertelsmann 's stake in Sony BMG , Sony Music Entertainment Japan stepped in to acquire outstanding shares of BMG Japan from Sony BMG , making it a wholly owned subsidiary of Sony Music Japan. The idea for
836-565: The Illinois Business Corporation Act of 1933, giving kabushiki gaisha many traits of American corporations , and to be more exact, Illinois corporations. Over time, Japanese and U.S. corporate law diverged, and K.K. assumed many characteristics not found in U.S. corporations. For instance, a K.K. could not repurchase its own stock (a restriction lifted by the amendment of the Commercial Code in 2001), issue stock for
880-469: The Legal Affairs Bureau in the jurisdiction where the company will have its head office. In a direct incorporation, each incorporator receives a specified amount of stock as designated in the articles of incorporation. Each incorporator must then promptly pay its share of the starting capital of the company, and if no directors have been designated in the articles of incorporation, meet to determine
924-462: The Ministry of Finance. Under the new Company Law, public and other non-close K.K.s may either have a statutory auditor, or a nominating committee ( 指名委員会 , shimei-iin-kai ) , auditing committee ( 監査委員会 , kansa-iin-kai ) and compensation committee ( 報酬委員会 , hōshū-iin kai ) structure similar to that of American public corporations. If the company has an auditing committee, it
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#1732891566229968-603: The United States–based Sony Music Entertainment due to its strength in the Japanese music industry. Its subsidiaries include the Japanese animation production enterprise, Aniplex , which was established in September 1995 as a joint-venture between Sony Music Entertainment Japan and Sony Pictures Entertainment Japan , but which in 2001 became a wholly owned subsidiary of Sony Music Entertainment Japan. It
1012-613: The amount of damages being claimed, shareholders rarely had the motivation to sue on the company's behalf. In 1993, the Commercial Code was amended to reduce the filing fee for all shareholder derivative suits to ¥8,200 per claim. This led to a rise in the number of derivative suits heard by Japanese courts, from 31 pending cases in 1992 to 286 in 1999, and to a number of very high-profile shareholder actions, such as those against Daiwa Bank and Nomura Securities Shigeo Maruyama Shigeo Maruyama ( 丸山 茂雄 ) (born 1941 in Tokyo , Japan )
1056-425: The decision-making power of the directors is relatively limited. As soon as a third director is designated such companies must form a board. At least one director is designated as a Representative Director ( 代表取締役 , daihyō-torishimariyaku ) , holds the corporate seal and is empowered to represent the company in transactions. The Representative Director must "report" to the board of directors every three months;
1100-415: The directors on the corporation's behalf is granted to the statutory auditor. Historically, derivative suits by shareholders were rare in Japan. Shareholders have been permitted to sue on the corporation's behalf since the postwar Americanization of the Commercial Code; however, this power was severely limited by the nature of court costs in Japan. Because the cost to file a civil action is proportional to
1144-618: The directors, one of whom generally has the title of president ( 社長 , sha-chō ) . The Japanese equivalent of a corporate vice president is a department chief ( 部長 , bu-chō ) . Traditionally, under the lifetime employment system, directors and department chiefs begin their careers as line employees of the company and work their way up the management hierarchy over time. This is not the case in most foreign-owned companies in Japan, and some native companies have also abandoned this system in recent years in favor of encouraging more lateral movement in management. Corporate officers often have
1188-417: The exact meaning of this statutory provision is unclear, but some legal scholars interpret it to mean that the board must meet every three months. In 2015, the requirement that at least one director and one Representative Director must be a resident of Japan was changed. It is not required to have a resident Representative Director although it can be convenient to do so. Directors are mandatories ( agents ) of
1232-404: The incorporator, and then make payment for his or her shares by a date specified by the incorporator(s). Capital must be received in a commercial bank account designated by the incorporator(s), and the bank must provide certification that payment has been made. Once the capital has been received and certified, the incorporation may be registered at the Legal Affairs Bureau. Under present law,
1276-470: The initial directors and other officers. The other method is an "incorporation by offering," in which each incorporator becomes the stock underwriter of a specified number of shares (at least one each), and the other shares are offered to other investors. As in a direct incorporation, the incorporators must then hold an organizational meeting to appoint the initial directors and other officers. Any person wishing to receive shares must submit an application to
1320-455: The latter's music releases in Japan . The company was incorporated as CBS/Sony Records and with Sony co-founder Akio Morita as president. Norio Ohga , who himself was a musician, was part of the management team from the formation of the company and served as president and representative director since April 1970. In 1972, when CBS/Sony was generating robust profits, Ohga was named chairman and at
1364-516: The launch of its first video game publishing label, Unties, in October 2017. Unties will publish indie games for the PlayStation 4 , PlayStation VR , Nintendo Switch , and PC . The name was selected by Sony as representative of helping to "unleash" the power of independent video game development and "unshackle" such developers from the traditional video game publishing process. Unties' first release
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1408-437: The legal title of shihainin , which makes them authorized representatives of the corporation at a particular place of business, in addition to a common-use title. Kabushiki gaisha are subject to double taxation of profits and dividends, as are corporations in most countries. In contrast to many other countries, however, Japan also levies double taxes on close corporations ( yugen gaisha and gōdō gaisha ). This makes taxation
1452-471: The market, second behind Avex (24.95 B yen, 15.9%). In May 2017, SMEJ, through subsidiary Sony Music Marketing (now Sony Music Solutions), acquired the physical retail and distribution rights to releases of another rival, Warner Music Japan . Kabushiki gaisha A kabushiki gaisha ( Japanese : 株式会社 , pronounced [kabɯɕi̥ki ɡaꜜiɕa] ; lit. ' share company ' ) or kabushiki kaisha , commonly abbreviated K.K. or KK ,
1496-422: The old Commercial Code, a K.K. required starting capital of ¥10 million (about US$ 105,000); a lower capital requirement was later instituted, but corporations with under ¥3 million in assets were barred from issuing dividends , and companies were required to increase their capital to ¥10 million within five years of formation. The main steps in incorporation are the following: The incorporation of
1540-651: The same time gained further responsibility and influence within Sony. He would continue to work for the music company one morning a week. In 1980, Toshio Ozawa succeeded Ohga as president. In 1983, the company was renamed CBS/Sony Group. In January 1988, after more than a year of negotiations, Sony acquired the CBS Records Group and the 50% of CBS/Sony Group that it did not already own. In March 1988, four wholly owned subsidiaries were folded into CBS/Sony Group: CBS/Sony Inc., Epic/Sony Records Inc., CBS/Sony Records Inc. and Sony Video Software International. The company
1584-722: The shareholders, and the Representative Director is a mandatory of the board. Any action outside of these mandates is considered a breach of mandatory duty. Every K.K. with multiple directors must have at least one statutory auditor ( 監査役 , kansayaku ) . Statutory auditors report to the shareholders, and are empowered to demand financial and operational reports from the directors. K.K.s with capital of over ¥500m, liabilities of over ¥2bn and/or publicly traded securities are required to have three statutory auditors, and must also have an annual audit performed by an outside CPA . Public K.K.s must also file securities law reports with
1628-593: The trademark rights to the Columbia name in Japan, so releases under Columbia Records from another country appears on Sony Records in Japan, but retains the usage of the "walking eye" logo. The Columbia name and trademark is controlled by Nippon Columbia , which was, in fact, the licensee for the American Columbia Records up until 1968, even though relations were officially severed as far back as World War II . Nippon Columbia also does not have direct relations with
1672-401: The two are not precisely the same. The Japanese government once endorsed "business corporation" as an official translation but now uses the more literal translation "stock company." Japanese often abbreviate " 株式会社 " in a company name on signage (including the sides of their vehicles) to 株 in parentheses , as, for example, " ABC㈱ ." The full, formal name would then be " ABC株式会社 ". 株式会社
1716-434: Was Tiny Metal , a turn-based tactics video game developed by Area 35, for the Nintendo Switch, PS4, and PC. The game was first premiered at PAX West Indie Megabooth. Published Azure Reflections , a side-scrolling bullet hell developed by Souvenir Circ., on May 15, 2018, for the PS4. Published Touhou Gensou Wanderers Reloaded, a roguelike rpg developed by Aqua Style, for the PS4, Nintendo Switch, and PC. Published Necrosphere ,
1760-550: Was appointed to the new post of CEO on October 1, 1997, and replaced Kunugi as president in February 1998. In August 1998, the logo was changed from the original "Walking Eye" to the current one. As of 2019, Mizuno Michinori is the official CEO of the company. In May 2018, SMEJ, through its Sony Creative Products division, acquired a 39% stake in the Peanuts comic strip franchise from DHX Media . Sony Music Entertainment announced
1804-463: Was less than 18%. In August 1997, Dreams Come True , until that point Sony Music Entertainment Japan's best-selling act, signed a worldwide multi-album deal with competing U.S. label Virgin Records America . Since then it was said that SMEJ ceded to Avex's challenge, but SMEJ bounced back and regained leadership from its indie rival until 2012. SMEJ netted 22.4 billion yen for 1H 2012 and 14.3% of
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1848-493: Was prominent in the early to mid 1990s producing and licensing music for animated series such as Roujin Z from acclaimed Japanese comic artist Katsuhiro Otomo and Capcom 's Street Fighter animated series. Until March 2007, Sony Music Japan also had its own North American sublabel, Tofu Records . Releases of Sony Music Japan now appear on Columbia Records and/or Epic Records in North America . Sony does not have
1892-455: Was renamed Sony Music Entertainment (Japan), Inc. Shugo Matsuo was named new president in January 1992, replacing Toshio Ozawa, who was appointed to the post of chairman. Overall sales for the fiscal year ending March 31, 1991, were 83.8 billion yen with a pretax profit of 9.2 billion yen. In June 1996, Ryokichi Kunugi became the new president. Shugo Matsuo was named chairman. Shigeo Maruyama
1936-604: Was the Dai-Ichi Bank , incorporated in 1873. Rules regarding kabushiki gaisha were set out in the Commercial Code of Japan , and was originally based on laws regulating German Aktiengesellschaft (which also means share company). However, during the United States-led Allied Occupation of Japan following World War II, the occupation authorities introduced revisions to the Commercial Code based on
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