Company registration in Japan takes place with the Ministry of Justice, Civil Affairs Bureau, its Commercial Affairs Division. The process, along with the role of the authorities, is briefly outlined in this article by our local team of incorporation experts. As required, we offer complete assistance to those who register a business in Japan.
| Quick Facts | |
|---|---|
| Trade Register’s full/official name | The Civil Affairs Bureau of the Ministry of Justice. |
| Services offered by our team for registrations with this authority | Our local incorporation specialists can assist throughout all the corporation registration stages. |
| Main role of the Bureau | To provide the platform required to register new entities and offer access to public information on existing companies. |
| Organizational chart | The Civil Affairs Bureau is part of the Ministry of Justice which includes extra-ministerial bureaus, a local branch office. |
| Laws observed by and implemented by the Bureau | The Companies Act, other relevant laws and regulations. |
| Legal entities registered with the Japanese Civil Affairs Bureau | The limited company and the joint-stock company as the two most used forms |
| Public services offered by the Companies Registry | Listed company searches (provided separately), company registration and company deregistration as needed. |
| Compliance insurance | As per the legal procedures for commercial and corporate registration. |
| Modifications | Company name changes, ownership changes, other changes to the company’s particulars. |
| Modification notification | Changes to registered limited liability companies (and other business forms) must be notified in due time. |
| Renewals | Licensing renewal according to law. |
| Company names | As part of the corporation registration |
| Company name changes | When the desired new name is available, subject to proper notification |
| Company deregistration | Closure by submitting the documents with the authorities. |
| Bureau fees – examples | 60,000 yen per registration application when the company’s capital is less than 60,000 yen. Other fees, and a different calculation method for larger capitals apply. |
Table of Contents
Business registration in Japan
The commercial and corporate register in Japan is a unified system that offers public information on the companies incorporated in the country.
The following types of legal entities are entered into the register:
- Limited liability companies;
- Stock companies;
- General partnerships;
- Limited partnerships.
Investors who open any of the business forms listed above must register the company in Japan. Additionally, registration is also expected for foundations in Japan.
The role of the register is to:
- Keep updated information on companies in Japan;
- The data stored includes basic information about the business;
- Ensure that the registration process is performed by taking into account all the mandatory documents;
- Receive new documents and update the information on companies accordingly.
Business owners in Japan have not only the legal obligation to undergo the process for company registration in Japan, but also to update the information. Offering false or incomplete information results in legal punishment.
A company in Japan enters into existence, meaning that it obtains legal personality, only after the completion of the registration procedure.
Documents required to register a business in Japan
Company registration in Japan is performed with the Bureau corresponding to the area in which the head office of the company will be located. The application for registration is made in writing either by the company’s representative person or their agent.
The following information is included in the company’s constitutive documents:
- the company’s purpose;
- the trade name (which must not infringe an existing company name);
- the address of the registered office;
- the amount of share capital
- information in the company founders (both in the case of legal and natural persons).
The application to register a business in Japan also includes a specific form, which includes the following data:
- the applicant’s name and address;
- the grounds for registration;
- the documents submitted for registration;
- the filing date and the location of the registry office.
As part of the registration process in Japan, the company’s seal registration is also submitted.
Our team can give you complete details about the documents that are attached to the application to register a business in Japan.
Registration taxes in Japan
Special consideration is given to the company’s share capital and the registration tax. This means that, as part of the business registration process in Japan, the founders will take into account the following taxes:
- Minimum 60,000 yen as the registration and license tax;
- The calculation base for this tax is 7/1,000 of the stated capital amount;
- For the limited liability company and partnerships, the registration and license tax can be 30,000 yen, depending on the legal entity’s capital.
The minimum share capital requirement of no less than 10,000,000 was repealed, however, the capital amount must be stated in the incorporation documents. Proof of registration tax payment is included in the registration dossier.
When investors register a company in Japan through a representative (appointed agent), the submission will also include a copy of the power of attorney that empowers the agent to handle this task.
Our team can help you with company registration in Japan, as well as with any subsequent changes and submission to the Legal Affairs Bureau, the Commercial Affairs Division.
Contact us for more information about business registration and requirements for local and foreign investors in Japan.