Comparison of legal entities for registering Japanese companies
Co., Ltd.、Liability of Contracting Clubs and Branches of Foreign Companies、Governance and establishment procedures are different,Should be selected according to the Company Law and business objectives。
Contract societies usually have simpler governance,But specific capital、member、Representative and registration documents must still be prepared in accordance with the requirements of the Japanese Legal Affairs Bureau。
Branches of foreign companies do not have independent legal personality,Responsibility and tax treatment need to be judged based on the parent company and Japanese operating facts。
Venue and personnel conditions for registering a Japanese company
Co., Ltd.、Liability of Contracting Clubs and Branches of Foreign Companies、Governance and establishment procedures are different,Should be selected according to the Company Law and business objectives。
Contract societies usually have simpler governance,But specific capital、member、Representative and registration documents must still be prepared in accordance with the requirements of the Japanese Legal Affairs Bureau。
Branches of foreign companies do not have independent legal personality,Responsibility and tax treatment need to be judged based on the parent company and Japanese operating facts。
If a company establishes a board of directors,At least 3 directors and 1 supervisor must be appointed;If there is no board of directors,1Only one natural person director is required。If the representative member of the contract club is a foreign legal person,A natural person must be designated as the “duty executor” who actually performs the business。

Capital and tax planning for registered Japanese companies
Japanese company form and capital requirements should be checked according to the "Company Law" and the proposed business。Co., Ltd. (KK) and contract company (GK) undertake different governance and establishment procedures;Branches of foreign companies do not have independent legal personality。Japan External Trade Organization JETROGuide to setting up a businesslist preparation、Register、office space、Personnel and visa procedures。

Registered capital、Investment method、Notarization of Articles of Association、Representative and registered address requirements,Should be certified by a Japanese notary、Legal Affairs Bureau and professional consultants confirm by entity type。
List of required documents for registering a Japanese company
Co., Ltd.、Liability of Contracting Clubs and Branches of Foreign Companies、Governance and establishment procedures are different,Should be selected according to the Company Law and business objectives。
Contract societies usually have simpler governance,But specific capital、member、Representative and registration documents must still be prepared in accordance with the requirements of the Japanese Legal Affairs Bureau。
Branches of foreign companies do not have independent legal personality,Responsibility and tax treatment need to be judged based on the parent company and Japanese operating facts。
Parent company’s business license、Company registration certificate、annual return、Copies of certificates of existence such as list of members and directors。If the ownership structure is complex,Organization chart required。
It is necessary to authorize the establishment of a company in Japan and appoint directors, etc.,A sworn statement signed by the foreign legal representative。The document must be formally notarized and authenticated by a notary institution in the country where the legal person is located.。
Need to prepare and submit the identity verification (KYC) materials of the substantial controller,The declaration also needs to be notarized by a Japanese notary.。Note:All non-Japanese materials must be submitted with Japanese translations。

Official fee details for registering a Japanese company
Japan company registration cost consists of registration license tax、notarization、Translation certification、seal、Registered address、Tax accounting and professional services composition。Statutory fees and capital requirements differ between corporations and contract corporations.,Local administrative fees may also vary。Do not write the agency service quotation as the Japanese government’s unified fee。
The specific amount should be reported to the Legal Affairs Bureau before submission.、Confirmation by notary and local municipality,and retain the basis for charging。JETROGuide to the process of setting up a business in JapanCan be used as a process entry。
Application process and cycle for registering a Japanese company
name、The confirmation time of business purpose and capital arrangement depends on document preparation and feedback from the Legal Affairs Bureau/professional institutions,Unable to promise the same working day。
It takes 15-23 working days。Sign an office lease contract,Preparation of articles of association (final payment),At the same time, the investor shall apply for notarization of the overseas sworn statement and personal seal certification.。
It takes 4-5 working days。Only required by Co., Ltd.,Go to a Japanese notary office to apply for charter certification。Due to system differences, contract companies,No notarization of articles of association required。
Capital remittance and capital contribution certificates by entity type、notary public、Bank and Legal Affairs Bureau require processing;Traceable corporate investment paths should be used,It cannot be collected by personal account by default.。
It takes 12-14 working days。Submit the complete set of registration application documents to the Japan Legal Affairs Bureau。The date of application for registration with the Legal Affairs Bureau is the official legal date of establishment of the company.。
It takes 2-3 working days。After approval by the Legal Affairs Bureau,Receive the "Certificate of Registration Matters" (i.e. the transcript of the registration book),Equivalent to a business license) and "Seal Registration Certificate"。
Frequently Asked Questions about Registering a Japanese Company(FAQ)
Co., Ltd. (KK)、Contracting companies (GK) and foreign company branches each have different responsibilities、governance、Capital and tax features,should be based on shareholder objectives、Financing、Operating and Parenting Arrangement Options。
JETRO comparison table shows that both KK and GK can be established from 1 yen capital,But this is only the minimum amount in the form of a company。Business and management status of residence、operating capital、Industry licensing and bank KYC must be met separately,You cannot promote a 1 yen company as automatically obtaining a visa。 SeeComparison of JETRO Japanese company forms。
The establishment initiated by KK can provide the sponsor with conditions、Make payment on behalf of the director or director's account when establishing and submit proof of receipt。When all relevant persons are overseas,JETRO lists the file paths authorizing third parties to collect payments.;Must be verified by judicial scrivener and bank,Do not collect privately。 SeeJETRO Japan Company Registration Procedure。
The uniform Japanese residential address requirement does not apply to KK representative directors and GK representative members.;For a Japanese branch of a foreign company, at least one representative must reside in Japan and have an address.。bank、Tax and residence checks remain additional conditions。 SeeComparison of JETRO Japanese company forms。
The registered address must be able to receive official documents;Is a virtual office available for registration?、tax、Banking and actual operations are judged separately by relevant institutions and business facts.。
Usually requires parent company registration or establishment certificate、Representative authority and signature certificate, etc.;JETRO lists the company status notarized in the home country and the path to sign the affidavit.。The specific list varies depending on how you set up,Foreign language registration attachments should be accompanied by a Japanese translation as required by the Legal Affairs Bureau。 SeeJETRO Japan Company Registration Procedure。
Registration time depends on name、Charter、notarization、Capital arrival、Legal Affairs Bureau、Taxes and replacement parts;There is no fixed number of weeks that applies to all KK/GK。
When involving industries or investors designated by Japan’s Foreign Exchange and Foreign Trade Law,Pre-declaration or post-report reporting may be required;Specific industries and investment arrangements should be checked with the Ministry of Finance and the Bank of Japan。
Corporate tax burden depends on corporate tax、local tax、consumption tax、Place of business、Profit and preferential terms,Cannot be summarized as a unified effective tax rate;The declaration deadline shall be implemented according to the rules of the tax authorities.。
blue declaration、Consumption tax registration、Both loss carry forward and discounts have application deadlines and eligibility conditions,Current requirements should be checked with the Japan National Tax Agency。
Whether a statutory audit is required depends on the size of the company、Listing/regulatory status and Companies Act or other applicable regulations;Ordinary small and medium-sized enterprises are not always compulsory or exempt.。
Proof of registration matters is usually required,In some cases, company seal certificate is required;The target bank will further check the equity control、person in charge、Business content and funding sources。Obtaining company registration documents does not guarantee opening an account,Whether remote acceptance is decided by the bank。 SeeJETRO Registration Matters and Seal Certification Guide。
Can't。Representative office for market research、Information collection、Preparatory or auxiliary activities such as procurement and publicity,Not for sale;Generally, a representative office cannot open an account or rent a property in its own name.。 SeeJETRO Japan Business Base Type Guide。
The branch is not an independent legal person,Its business debts are ultimately borne by the foreign parent company;In principle, KK or GK subsidiaries are independent legal persons,Shareholder liability is limited to the scope of capital contribution。Guarantees and individual legal liabilities still need to be assessed separately.。 SeeJETRO Japan Business Base Type Guide。
KK shares are transferable in principle,However, the articles of association can set approval restrictions;In principle, the transfer of GK equity requires the unanimous consent of all members.。Financing、Member withdrawal and group reorganization should be clearly arranged at the charter stage。 SeeComparison of JETRO Japanese company forms。
JETRO establishment process explains that the GK charter does not require notary certification;KK articles of association have notarization steps。Both forms still need to complete investment and legal affairs bureau registration,This cannot be regarded as exemption from registration or documentation requirements。 SeeJETRO Japan Company Registration Procedure。
Subsidiaries must be registered at the jurisdictional legal affairs bureau.,The date of registration application becomes the date of establishment。Regulated industries must still obtain appropriate licenses,Registration does not automatically authorize financial or payment operations。 SeeJETRO Japan Company Registration Procedure。
At least the trade name should be determined、Headquarters address、business purpose、year、capital、Shares and Transfer Restrictions、Directors and Representatives、Term of office and shareholder capital contribution, etc.。Different governance forms will affect subsequent documentation and registration。 SeeJETRO Japan Company Registration Procedure。
This certificate publicly confirms the trade name、address、Purpose、Capital and director registration information,Usually used to open an account、Administrative filings and important contracts;Must ensure that the submitted version reflects the existing registration content。 SeeJETRO Registration Matters and Seal Certification Guide。
different。Registration matter certificate confirms company registration information;Seal certificate confirms the authenticity of the registered company seal,Some procedures will require both。Whether a seal is necessary should be determined based on the specific transaction and electronic procedures.。 SeeJETRO Registration Matters and Seal Certification Guide。


