Establishing a company in Japan, THE EASY WAY!

If you wanted to establish a company, this is the best and one of the easiest way to do it.
The general flow of establishing a joint-stock company “Kabushiki Kaisha “ is as simple as these 5 steps.

1. Determine where you want the head office to be in Japan
2. Prepare the certification of the articles of incorporation
3. Prepare the payment for the paid-in capital
4. Prepare the registration documents
5. Prepare the registration of incorporation
*Special note – Prior notification and subsequent reporting to the authorities concerned through Japan bank may be required in accordance with the Foreign Exchange and Foreign Trade Act.

Let’s take a look at the specific procedures involved with this process.

1. Determination of head office address
 Before establishing a corporation, the address of the head office must be determined. When renting an office or a place to do business, you need first inform the owner that you are renting a place to do a business. If your home is rented, confirm the rental agreement will allow you use that space as a corporate office. Some rental agreements may not allow you to use that space for official business use. Also, if you want to open a corporate account, a virtual office is not acceptable.
*Special note – If you want to obtain a Business Manager Visa, you must have a private office for business.

2. Preparation and certification of the Articles of Incorporation
Articles of Incorporation are the fundamental rules for the company, sort of a constitution on how the company will run.
The company must operate in accordance with the Articles of Incorporation you decide.

The Articles of Incorporation mainly stipulates the followings.
In the case of a Kabushiki Kaisha
(1) Trade name
(2) Business purposes
(3) Address of head office
(4) Amount of paid-in capital
(5) Name and personal address of investors
(6) Amount of capital contribution by the investors
(7) Total number of shares authorized to be issued
(8) Number of shares to be issued at the time of incorporation
(9) Restriction on transfer of shares
(10) Method of public notice
(11) Business year
(12) Directors and Representative Director at the time of incorporation
*Special note – For a Kabushiki Kaisha, the Articles of Incorporation must be certified by a notary public after preparation.

3. Payment of paid-in capital
Each investor pays the amount of paid-in capital. The total amount paid in can be used as the capital. Normally, the capital is paid into the investor’s personal account. If there is no personal account, the capital can be paid into the account of the delegated director. If a corporate account is created after the company is established, the capital can be transferred to the corporate account. Please note that only banks that have been approved by the banks established with the approval of the Prime Minister are allowed to accept money transfers from overseas.

4. Preparation of documents for registration

When applying for registration, the following documents may be submitted to the Legal Affairs Bureau and the corporate seal may be registered at the Legal Affairs Bureau.

In the case of a Kabushiki Kaisha
-Articles of Incorporation after certification
-Written decision of investors
-Letter of acceptance of appointment by directors at the time of incorporation
-Letter of acceptance of the office by the representative director at the time of incorporation
-Certificate that the capital has been paid in
-Seal certificate (Signature certificate)
-Application to be registered the corporate seal impression
-Application for issuance of seal impression card

5. Registration of incorporation
Submit the required documents to the Legal Affairs Bureau with jurisdiction over the location of the head office and apply for registration. The Legal Affairs Bureau will examine the documents, and registration will be completed about one week after the application is filed. Once the registration is completed, you will be able to obtain a certificate of registered matters and a certificate of corporate seal impression, which you will be “required” to submit to the bank.

The descriptions on this page are in principle only, and specific procedures and documents may vary depending on individual circumstances.

Published by

Azumi Johnson

Shiho-shoshi (Registration Lawyer) I'm a Kawasaki, Yokohama, Tokyo-based certified Company Registration Lawyer and one of the very rare few in my profession who can speak English. I help foreign companies and entrepreneurs properly set up their first office. If you are planning to set up your first company in Japan, come to the experts!