Certificate of Complete Historical Records
Trade name
TOMS Co., Ltd.
Principal Place of Business
16-3, 3-chome, Higashi, Shibuya-ku, Tokyo, Japan
Method of Publishing Public Notices
Publication in an official gazette
Publication in an official gazette
Changed on May 23, 2011
Registered on June 13, 2011
Date of Incorporation
June 1, 1981
Purposes of Corporation
Design, planning, making, sales, import and export of clothing fiber product
Design, planning, making, sales, import and export of vinyl chloride and molded metal
Design, planning, sales, import and export of daily necessaries and miscellaneous goods
Other lines of businesses incidental or related to those mentioned in any of the foregoing items
Total Number of Shares authorized to be Issued
640,000 shares
Total Number of Out-standing Shares, and their Classes and Numbers
Total numbers of Issued and Outstanding shares
160,000 shares
Amount of Stated Capital
JPY 80,000,000
Amount of Stated Capital
Provision of limitation for Assignment of Shares
To transfer the company shares, it shall obtain an approval from the Shareholder’s meeting.
To transfer the company shares, it shall obtain an approval from the Board of Directors.
Changed on May 30, 2011 Registered on June 13, 2011
To transfer the company shares, it shall obtain an approval from the Shareholder’s meeting.
Changed on December 6, 2013 Registered on December 16, 2013
Name, address and office of administrator of shareholders list
4-5, 1-chome, Marunouchi, Chiyoda-ku, Tokyo, Japan
Mitsubishi UFJ Trust and Banking Corporation Head office
Matters Related to the Officers
Director Masafumi Sakashita
Director Masafumi Sakashita
Re-elected on December 28, 2009
Re-elected on May 24, 2013
Registered on June 5, 2013
Director Kunihiko Ohashi
Director Kunihiko Ohashi
Re-elected on December 28, 2009
Re-elected on May 24, 2013
Registered on June 5, 2013
Director Fumihiko Ito
Director Fumihiko Ito
Appointed on September 1, 2010
Re-elected on May 24, 2013
Registered on June 5, 2013
Appointed on December 15, 2013
Registered on December 16, 2013
30-5, 3-chome, kichijojiminami-cho,
Musashino-city, Tokyo, Japan
Representative Director Masafumi Sakashita
30-5, 3-chome, kichijojiminami-cho,
Musashino-city, Tokyo, Japan
Representative Director Masafumi Sakashita
Re-elected on December 28, 2009
Re-elected on May 24, 2013
Registered on June 5, 2013
3-3, 1-chome, Hanegi, Setagaya-ku, Tokyo, Japan
Representative Director Kunihiko Ohashi
3-3, 1-chome, Hanegi, Setagaya-ku, Tokyo, Japan
Representative Director Kunihiko Ohashi
Elected on March 1, 2013
Registered on March 1, 2013
Re-elected on May 24, 2013
Registered on June 5, 2013
Auditor Takao Kashiki
Registered on May 30, 2011
Registered on June 13, 2011
Exemption Clause regarding the Liability of Directors
With regard to the Director’s liability (including person who were Directors) stipulated in Article 423-1 of Company Law, our company may exempt the amount of liability with the resolution of Board of Directors in accordance with the provisions of Article 426-1 of Company Law.
With regard to the Auditor’s liability (including person who were Auditor) stipulated in Article 423-1 of Company Law, Our company may exempt the amount of liability with the resolution of Board of Directors in accordance with the provisions of Article 426-1 of Company Law
Set on May 30, 2011 Registered on June 13, 2011
With regard to the Director’s liability (including persons who were Directors) stipulated in Article 423-1 of Company Law, our company may exempt the amount of liability with the consent of a majority of Auditors and Directors.
With regard to the Auditor’s liability (including persons who were Auditor) stipulated in Article 423-1 of Company Law, our company may exempt the amount of liability with the consent of a majority of Directors.
Changed on December 6, 2013 Registered on December 16, 2013
Limitation Clause regarding the Liability of Outside Directors and Auditors of the Company
With regard to the liability of the Outside Corporate Director’s acts stipulated in Article 423-1 of Company Law, our Company may conclude agreements with outside corporate Directors to limit the amount of liability in accordance with the provisions of Article 427-1 of Company Law. However, the lower limit of the amount of liability to be set down in the agreement shall be the total amount stipulated by Article 425-1.
With regard to the liability of the Outside Corporate Director’s acts stipulated in Article 423-1 of Company Law, our Company may conclude agreements with outside corporate Directors to limit the amount of liability in accordance with the provisions of Article 427-1 of Company Law. However, the lower limit of the amount of liability to be set down in the agreement shall be the total amount stipulated by Article 425-1.
With regard to the liability of the Outside Corporate Auditor’s acts stipulated in Article 423-1 of Company Law, our Company may conclude agreements with outside corporate Auditor to limit the amount of liability in accordance with the provisions of Article 427-1 of Company Law. However, the lower limit of the amount of liability to be set down in the agreement shall be the total amount stipulated by Article 425-1.
Changed on May 30, 2013 Registered on June 13, 2013
Items Related to Company Institutionalized with Board of Director
Company with Board of Directors
Set on May 30, 2011 Registered on June 13, 2011
Abolished on December 6, 2013 Registered on December 16, 2013
Items Related to Company institutionalized with Corporate Auditors
Company with Auditor
Set on May 30, 2011 Registered on June 13, 2011
Items Related to the Registration Entries
Changed the Head office from 17-4, 1-chome, NihonbashiNingyou-cho, Chuo-ku, Tokyo, Japan on August 30, 2010 Registered on September 10, 2010
This is to certify that this copy of the certificate shows a complete transcript of whole entries to the Commercial Register, excluding the closed entries.
April 8, 2014
Tokyo District Legal Affairs Bureau
Shibuya branch
Registrar Masuo Matsuoka (Official Seal)