Mitsubishi 2013 Annual Report Download - page 59

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MITSUBISHI MOTORS CORPORATION
Annual Report 2013 57
(1) Reduction of common stock and transfers within capital
surplus
i. Purpose of the reduction of common stock and transfers
within capital surplus
In order to offset the accumulated deficit and develop an
environment for early resumption of dividends, MMC will
reduce its common stock and transfer within capital sur-
plus in accordance with Article 447-(1) and Article 448-(1)
of the Company Act.
ii. Details of reduction of common stock and transfers
within capital surplus
Common stock to be reduced and transfers within capital
surplus
MMC will reduce ¥491,653 million ($5,227,579
thousand) from its common stock of ¥657,355 million
($6,989,421 thousand), as a result of which its common
stock will be ¥165,701 million ($1,761,842 thousand).
All of the reduced common stock will be transferred to
capital surplus. In the non-consolidated financial state-
ments of MMC, all of the reduction of common stock
will be transferred to other capital surplus, within capital
surplus. Also within capital surplus, the entire capital
reserve of ¥433,202 million ($4,606,083 thousand) will
be transferred to other capital surplus.
Method to reduce common stock and to transfer
within capital surplus
The reduction is limited to a transfer within the share-
holders’ equity of MMC’s balance sheet and there will be
no change to the total number of outstanding shares.
(2) Cancellation of accumulated deficit
i. Purpose of the cancellation of accumulated deficit
MMC will reduce ¥924,638 million ($9,831,347 thou-
sand) of capital surplus of ¥924,855 million ($9,833,662
thousand) immediately after it is increased by the reduc-
tion of common stock and transfers within capital surplus
set out in “(1) Reduction of common stock and transfers
within capital surplus” above. This amount will be trans-
ferred to accumulated deficit brought forward to offset
accumulated deficit in accordance with Article 452 of the
Company Act. This cancellation of accumulated deficit
is conditional on the reduction of common stock and
transfers within capital surplus set out in “(1) Reduction
of common stock and transfers within capital surplus”
above taking effect.
ii. Details of cancellation of accumulated deficit
MMC will transfer ¥924,638 million ($9,831,347 thou-
sand) of the ¥924,855 million ($9,833,662 thousand) of
capital surplus to accumulated deficit brought forward.
As a result, capital surplus will be ¥217 million ($2,314
thousand) and accumulated deficit brought forward will
be nil.
(3) Schedule for reduction of common stock, transfers within
capital surplus and cancellation of accumulated deficit
Board of Directors meeting: May 24, 2013
General meeting of shareholders: June 25, 2013
Public announcement for statements of creditors’ objections:
June 26, 2013
Deadline for statements of creditors’ objections (planned):
July 26, 2013
Effective date of reduction of common stock and
transfers within capital surplus (planned): August 1, 2013
Effective date of cancellation of accumulated deficit
(planned): August 1, 2013
(b) Consolidation of shares and change in unit of shares
The 44th general meeting of shareholders on June 25, 2013
duly approved a resolution for the consolidation of shares and
the change in unit of shares, which had been approved at
the meeting of the Board of Directors on May 24, 2013. With
regard to the consolidation of shares, the general meeting of
each class shareholders of common shareholders, 1st series
class A preferred shareholders, and 1st through 4th series class
G preferred shareholders duly approved related resolutions,
which had been approved at the meeting of the Board of
Directors.
(1) Consolidation of shares
i. Purpose of consolidation
MMC would like to make its total number of outstanding
shares of common stock more appropriate relative to
its market capitalization by consolidating ten shares of
MMC’s common stock into one share (“Consolidation of