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Procedure for Incorporating a Business in Japan

 

 

Decide Business Structure and Corporate Entity Type:

 

Foreign companies establishing a business entity in Japan can choose from three basic types of operations:

  • Subsidiary company ("kabushiki kaisha" or “Godo Kaisha”)
  • Branch (of foreign office)
  • Representative office

 

Determination of Trade Name:

 

Select a unique and appropriate trade name for the company in accordance with regulations. The name must be registered and expressed in Japanese characters or letters of the alphabet.

 

Permits:

Some business activities might require special permissions or notifications from relevant government or municipal offices. Verify and acquire these permissions if necessary before commencing operations.

 

Prepare Registration Items:

Certain essential items are required for company registration, including seals and certificates of seal registration for incorporators and directors:

 

  • Seals and Certificates:

Obtain a registered personal name seal ("jitsuin") for important personnel within the company for identification purposes.

Register unsealed items at the relevant municipal office following established guidelines.

  • Corporate Seals:

Create and register company seals including a Representative Seal, Bank Seal, and Company Name Seal used for business transactions and documentation. Obtaining these online can be quick and cost-effective.

  • Bank Account:

Prepare an account by one of the incorporators. 

 

Additional Items to Decide When Establishing a Company:

 

  • Address:

Select the head office location noted in the registration documentation.

  • Nominated Director: 

While not legally mandatory for the director to reside in Japan, having a local presence is practically essential for tasks like opening a bank account.

  • Business License: 

Identify and obtain necessary licenses required for specific industries to ensure compliance and avoid operational delays.

 

Applications and Notifications:

 

Submit various notices within specified time frames after company registration, including:

  • Reports and notifications under Foreign Exchange and Foreign Trade Control Law.
  • Tax notices to national, prefectural, and municipal tax offices.
  • Social insurance notices for employee enrollment in health, pension, and labor insurance.

 

Engage Licensed Professionals:

 

Seek assistance from licensed professionals for specific tasks like legal matters, documentation, accounting, tax compliance, labor issues, and intellectual property:

  • Attorney-at-law
  • Judicial Scrivener
  • Administrative Scrivener
  • Certified Public Accountant (CPA)
  • Tax Accountant
  • Labor and Social Security Attorney
  • Patent Attorney

 

Each step involves adherence to specific regulations, documentation, and financial considerations. It's advisable to seek professional assistance to navigate through the complexities of Japanese business setup processes.