Author: Azumi Johnson

“How do I pay for the capital when I don’t have a corporate account yet?”

I am often asked this question.

Whose account will be paid into?

Since a corporate account is opened after the registration of incorporation, there is no corporate account at the time of the initial investment. Therefore, in principle, capital should be paid into the incorporator’s own account, not into the corporate account.

Time of payment of capital

First, the articles of incorporation specify the amount of capital to be paid to establish the company, and then the incorporator must pay the full amount of the capital.

By notification from the Ministry of Justice on June 13, 2022, a capital payment can be made at the time of incorporation, preceding the preparation of articles of incorporation or the consent date of all incorporators, as long as it is deemed to occur during the incorporation.

Financial Institutions Accepting Payments of Capital

The capital should be addressed to the financial institution marked with a checkmark (✓) below for payment:

If the incorporator does not hold any of the above accounts

As an alternative measure, the payment may be transferred to the accounts of the director candidates and representative director candidates who hold the above accounts. If none of the incorporators, director candidates, or representative director candidates have addresses in Japan, payment may be made through the account of a third party authorized to receive the payment.

How to pay in

Generally, a transfer or a withdrawal/deposit within the same account is treated as a payment of capital. In the case of remittance from overseas, the amount of capital can only be registered as a whole number, so please set up in advance to receive the money in Japanese yen. The intermediary bank or receiving bank may charge a fee for this service. If the remittance is equal to or greater than the amount of capital, the incorporation can still be registered, but if it is less, the remittance must be made until the amount of capital is reached.

*Please note that depending on the terms and conditions of the financial institution, you may not be able to receive your investment for business purposes in your personal account even if you remit funds overseas. Remittances from overseas to Japan are subject to stricter screening. After remittance, the financial institution may examine a document certifying the purpose of the investment.

This article only describes the general treatment and does not include detailed exceptions. Overseas remittances may take time to be received depending on the clients. Please consult with us in advance if you wish to rush the establishment of your company.

With just one month left of the year, what has 2023 been like for you?

Here are reflections on the events of the year by Members of One Stop Business Startup  Center Kawasaki.

Immigration lawyer

Reflection on this year

With the end of the Corona disaster, there has been a resurgence of travel between Japan and other countries that was not possible before. The environment for doing business in Japan is improving due to the weak yen and the government’s inbound promotion policy. As a result, the number of COEs (Certificate of Eligibility applications) seems to be increasing. The number of management and administration cases I have handled has also increased.

Aspirations for the coming year

I expect to receive more and more consultations from people who want to start a business or work in Japan. The Immigration Bureau has also announced new status of residence and new operational policies, which we have to follow. Also, I hope to provide information on subsidies and other assistance to foreign entrepreneurs and help them obtain visas by carefully researching the support programs for foreigners offered by the Japanese government and local Japanese governments.

This was written by Mr. Ritsuya Kaminaga, a Certified Administrative Procedures Legal Specialist (Immigration Lawyer).

CPA/Tax accountant

Reflection on this year

I am pleased to have joined this year. I am a specialist in accounting and taxation, but I find it very rewarding to work with other professionals to provide a one-stop service for clients entering the Japanese market.

I have been involved in tax-related work for companies expanding from Israel. I filed tax-related documents to ensure that their business in Japan was successful.

Aspirations for the coming year

Next year, I would like to be involved as an accountant/tax accountant from the initial phase of setting up in Japan so that I can offer better options for my clients.

Some clients think that accounting and taxation should be handled after the company is established in Japan, however this is actually not the case.

In many cases, a better proposal can be made if accountants and tax accountants are involved from the stage before the company is established in Japan, from the time of establishment. The Kawasaki One-Stop Service aims to support businesses entering the Japanese market in this way.

This was written by Mr. Issei Aoki, CPA ＆ Tax accountant.

Registration Lawyer

Reflection on this year

The number of company formation inquiries increased by 41% compared to the previous year. Online interviews have become normal and online interviews are now possible from multiple countries at the same time, making it more convenient for everyone.

In terms of the nature of the businesses inquiring about, there have been many used car exporters and digital-related businesses in the past. There is an overall higher trend in the amount of funds by foreigners at the time of incorporation compared to the previous year.

Aspirations for the coming year

The most common request from customers is to establish a company as soon as possible. I will continue to use my knowledge and experience to help customer register for incorporation and start their business as quickly as possible.

This was written by Azumi Johnson, a certified registration lawyer (Shiho-Shoshi)

We receive many inquiries from customers who want to set up a company to purchase, export, and sell used cars in Japan. In order to obtain and renew a business administration visa, here are some points to keep in mind from the beginning.

Points to keep in mind when establishing a company

　When establishing a company, Articles of Incorporation must be prepared. The articles of incorporation should include the head office, trade name, business purpose, stock information (or equity information in the case of a limited liability company), names and addresses of officers, and fiscal year (beginning/ending). Among other things, the purpose of the business must be included for the purpose of obtaining an antique dealer’s license, which is necessary for handling used cars. If the business deals not only in cars, but also in car parts, motorcycles, agricultural equipment, construction equipment, etc., the import, export, sale, and repair of these items may also need to be stated. It is recommended that the business purpose be clearly stated at the establishment stage, as adding it later will incur additional costs.

Please contact: Contact Form

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.

It is important to have a business plan for the future that is not dependent on someone else’s idea what is best for you, like your current employer.
What would you do if you found yourself unemployed, without having secured your next opportunity? Would you just find another job or take the opportunity to make your OWN opportunity?

With the rapid change today in AI, automation, and outsourcing a lot of companies will be looking to cut costs, which can affect the stability of your position and future.
Everybody would like to change jobs and earn a higher income, but as the world changes and we get older that will become more challenging.

For some people, mandatory retirement could be an issue since there is no guarantee your company will not have any significant changes that affect you even having a chance to stay there until the retirement age.

In today’s market, it is better to think about working for yourself and guaranteeing your future instead of thinking about who can hire you and control your fate. A sole proprietor, independent consultant, or freelancer could be a better option since you could use your experience to past career for your future.

For example, you could start an online product sales business, a restaurant business, own your store, acquire a company that has no successors or start a business that combines gap industries. There are also community-based businesses, that connect urban and rural areas, utilizing real estate, agricultural businesses, etc.

In Summary
Rather than waiting for the company to do something for you, it is time for you to take control of your life, career, and create a more positive, and strong career path for your life.

I have talked and counseled many people who have decided to take that first step to be independent and start their businesses. I know this can be a scary process, so we are here to help and advise you, so you will not have to do it alone.

Let us help you help yourself!
Make the first step and contact us and we will be ready to assist you.

When a company is established, the articles of incorporation is always prepared, but after the company is established, there would be times when the contents of the articles of incorporation need to be changed. How do we change the articles of incorporation and when do we need to register them?

Amendment of Articles of Incorporation

In principle, a general meeting of shareholders is required to change the articles of incorporation of Kabushiki-Kaisha. However, if the head office of the shareholders is located overseas, or if the shareholders resides at several locations it may be difficult for them to gather in one location, a resolution can be deemed to have been passed at the shareholders’ meeting if all the shareholders agree to it. For this, the prescribed procedures are required.

Matters to be registered

If the articles of incorporation have been amended, the amendment must be registered if it is a registered matter. In Japan, not all matters stated in the articles of incorporation are registered, but only those matters specified in the Companies Act are registered as changes.

What are some of the items to be registered?

Corporate name, head office, method of public notice, business purpose, total number of authorized shares, total number of issued shares, paid-in capital, restrictions on transfer of shares, names of directors, names and addresses of representative directors, names of statutory auditors, etc.

Deadline for registering changes

The change must be registered within two weeks of the effective date of the change.

Please note that if you do not register the change within this period, the court (Public Prosecutor’s Office) will send a notice of payment of a fine to the representative director for failing to comply with the registration obligations.

In particular, when the person in charge of operations changes, they may forget the registered term of the office of directors, and there are several cases where the term of office has expired without their knowledge after several years have passed, which may result in an unnecessary fine.

In principle, the term of office is stated in the articles of incorporation, so please check the articles of incorporation carefully.

“Kawasaki One-stop Business Startup Center” can assist you in changing the articles of incorporation and registration even after the registration of incorporation.