How to Set Up Business in JapanSection 1. Incorporating Your Business
Reference

(Reference 1) Consultation with specialists on business establishment

Attorneys-at-law, judicial scriveners and administrative scriveners (gyoseishoshi lawyers) are among the specialists who may be consulted on the establishment of branch offices and companies. These specialists can be asked to prepare various documents on a client’s behalf (e.g., documentation related to the establishment of Japanese branch offices and Japanese corporations, transfers of location, changes of executives, changes of business purposes, increases in capital, organizational changes, mergers, dissolution, etc.). Filing of commercial registration applications for submission to the Legal Affairs Bureau as attorney-in-fact is the exclusive province of judicial scriveners and attorneys-at-law.

(Reference 2) Procedures for establishing a representative office

Representative offices aimed at the collection and provision of information may be freely established without any registration requirements under the Companies Act; no notification need be provided to tax offices, as representative offices do not engage in business operations in Japan and thus are not subject to corporate tax. However, representative offices established by foreign banks, insurance companies, securities companies, or other financial institutions are exceptions; prior notification must be provided to the Financial Services Agency for such representative offices (as stipulated in the Banking Law, Securities Exchange Law and other laws).
As a representative office cannot open a bank account in its own name, the head office of the foreign company or an individual such as a representative of the office opens a bank account in place of the office (see 1.1.1). When a representative of the office opens a bank account on behalf of the office, the name of the bank account usually contains both the name of the representative office and that of the individual representative as in "(name of representative), Japan Representative Office, (name of company)."
In this case, the following documents are generally required:

  • Passport of representative
  • Resident card of representative
  • Company brochure
  • Leasing agreement
  • Bank seal

(Reference 3) Consultation on opening corporate accounts

Opening a Corporate Bank Account in Japan

Following the discussions based on the Working Group for Revising Regulations and Administrative Procedures under the Council for Promotion of Foreign Direct Investment in Japan, The Financial Services Agency requested the three megabanks to promptly develop a framework for smooth opening of bank accounts for domestic subsidiary companies or branches of foreign companies in 2016. Responding to this request, the three megabanks developed a framework, and disclosed their points of contact for inquiries and supports.

Section1: Table of Contents


Section1: Reference

Section1:Samples of documents businesses are required to submit to authorities

No. Section Documents Japanese The competent authorities relating to these documents
1 1-2 Articles of Incorporation of Stock Company (Sample)PDF file(416KB) JapanesePDF file(560KB) Japan National Notaries AssociationExternal site: a new window will open
(English manual available on the Japanese website)
2 1-3d Report Relating to the Acquisition, etc. of Shares / EquityPDF file(271KB)
ExamplePDF file(203KB)
JapanesePDF file(466KB)
ExamplePDF file(338KB)
Bank of JapanExternal site: a new window will open
(Japanese only)
3 1-3e Affidavit (sample)PDF file(488KB) JapanesePDF file(533KB)
4 1-3f Application Form for Registration of Incorporation of Stock CompanyPDF file(826KB)
ExamplePDF file(241KB)
JapanesePDF file(1.1MB)
ExamplePDF file(416KB)
Legal Affairs Bureau, Ministry of JusticeExternal site: a new window will open
(Japanese only)
5 1-3g Application for Registration of the Establishment of a Business Office of a Foreign CompanyPDF file(643KB)
ExamplePDF file(435KB)
JapanesePDF file(859KB)
ExamplePDF file(828KB)
Legal Affairs Bureau, Ministry of JusticeExternal site: a new window will open
(Japanese only)
6 1-3h Certificate of a Seal-ImpressionPDF file(8.6MB) JapanesePDF file(307KB) Local municipality offices
7 1-3i Cetificate of Signature (sample)PDF file(32KB)
8 1-6a Notification of Incorporation of a CompanyPDF file(391KB) JapanesePDF file(405KB) National Tax AgencyExternal site: a new window will open
9 1-6b Notification of Incorporation / Establishment of corporation (for submission to Tokyo Metropolitan when establishing an office in Tokyo)PDF file(436KB) JapanesePDF file(577KB)  Bureau of Taxation, Tokyo Metropolitan GovernmentExternal site: a new window will open
(Japanese only)
10 1-6c Notification of Incorporation of a Company (for submission to municipalities)PDF file(434KB) JapanesePDF file(437KB)  Local municipality offices
11 1-6d Notification of a foreign companyPDF file(459KB) JapanesePDF file(555KB)  National Tax AgencyExternal site: a new window will open
12 1-6e Application for Blue Form ReturnPDF file(311KB) JapanesePDF file(456KB)  National Tax AgencyExternal site: a new window will open
13 1-6f Establishment / Relocation / Discontinuance of Salary Paying Office etc.PDF file(460KB) JapanesePDF file(444KB)  National Tax AgencyExternal site: a new window will open
14 1-6g Application for Special Provision for Extension of the Due Date for Filing a Final Tax ReturnPDF file(423KB) JapanesePDF file(502KB) National Tax AgencyExternal site: a new window will open
15 1-6h Application for Approval Made in Relation to the Special Provision for Due Dates for Withholding Income TaxPDF file(237KB) JapanesePDF file(457KB) National Tax AgencyExternal site: a new window will open
16 1-6i Notification of a Disposition of/Application for Approval of Extension of the Due Date for Filing a Final Tax FormPDF file(321KB) JapanesePDF file(1.0MB) Bureau of Taxation, Tokyo Metropolitan GovernmentExternal site: a new window will open
(Japanese only)
(Guide to Metropolitan TaxesExternal site: a new window will open)
17 1-6j Notification of a Disposition of/Application for Approval of Extension of the Due Date for Filing a Final Tax ReturnPDF file(351KB) JapanesePDF file(265KB) Prefectural government

These materials contain samples of documents regarding registration, visa, taxation, personnel and labor matters that are necessary when a foreign company establishes a corporation or other entity in Japan as well as descriptive examples of how to fill them out. A portion of the English content has been updated through a provisional translation. These documents are not published by competent authorities and therefore are not official. For those who are going through the official procedures, please download the latest official documents from the competent authorities and related bodies or consult a person who specializes in advising on such information and procedures.

The information contained in this documents should be used at the reader’s independent discretion. While JETRO makes every effort to ensure the accuracy of the information it provides, no responsibility is accepted by JETRO for any loss or damage incurred as a result of actions based on the information provided in these documents or provided by the external links listed on these pages.