Company Registration Japan
A specific company will get approval when it will have a tangible head office in Japan. To make this prerequisite fulfill, finding an office address is a must. The next steps are, preparing articles through notarization, depositing company’s capital to bank account, preparing necessary documents for registration and finally applying for registration.
The first step is to go through online process. Entrepreneurs must establish head office with a valid office address. This is not necessary whether the company name is unique or not. The entrepreneurs may steal other company’s name and address but legal affairs bureau can easily find it through checking their registered data. So, in the first step, entrepreneurs always keep in mind to present all the valid information.
The second step is to decide the “Articles of Incorporation” including the name and address of specific company, activities like what the company wants to do in future. This is not mandatory to put all the details information in the list but to keep relevant as much as possible such as the company tends to manufacture and sale of electrical machines and equipment, so the company needs to mention the planning, production and sailing process in detail. On the other hand, the company wants to promote their business and export their products in other countries. In case of that, they should make a description of all the steps from production to the end users.
Administrative details have to be pointed out then. Right now, it is required to appoint at least a director in any office in Japan. The investor or the shareholder (may be the same person) can be the director of the company. There is a flexibility to have several representative directors in the company but in case of one director, the person automatically will be a representative director. Another important thing is to put the data of corporation’s capital including all the initial expenses of establishing the company. Then, comes to make a free decision of setting up a fiscal year.
Normally, many companies decide to fix a fiscal year ending in 31st March when the company’s accounting section is not busy. Company’s internal management function is needed to mention in the “Articles of Incorporation” such as directors time limit to hold the post for ranging 2 years to 10 years, the agreement of all shareholders to stock transfer with mentioning different kinds of shares.
“Articles of Incorporation” should be notarized through paying fee of 50,000 yen and revenue stamps 40,000 yen. As the company has not yet been registered, it can’t get the opportunity to open a bank account to deposit capital money. So, investors or entrepreneurs can deposit money using their personal bank account. On the other hand, if it is a foreign company, money should be deposited through the bank account of representative directors.
When investors or entrepreneurs finish the above stated steps, their next step is to prepare necessary documents for registration. As the documents are very important for registration, they should be aware of avoiding mistakes. In the time of making “Articles of Incorporation”, they should nominate someone who will be acceptable as a representative for the company. The total procedure should be recorded in a written document naming “Acceptance of Appointment”. It is necessary to keep the signature of the nominee. The documents of deposited money calling certificate of capital contribution required when any company is incorporated in Japan.
When the deposited money of incorporation is small amount, there will be raised a question of trustworthiness about that company. Most of the companies register with requiring 1 million yen deposited through representative director. But the deposited money can be transferred after getting registered. Investors should keep scan copy of the company’s bank book as important document. Besides, this document can be important if the director has not yet been got the citizenship of Japan.
Investors should keep the idea of registration tax amount. Suppose, they contribute 20 million yen to incorporate and then registration tax will be calculated as multiplying with 0.7% with the amount which is (20 million yen x 0.7%)= 140,000 yen. The same way follow to calculate 10 million capital and tax will deduct in (10 million yen x 0.7%)= 70,000 yen. 60,00 yen is considered as minimum amount of incorporation.
Foreign company’s registration process is a bit different than local companies. MOA (Memorandum of Association) and AOA (Articles of Association) should be made through notarization. All of the necessary documents including investor’s office address, contact detail, seal of the company and agreement of directors should be sent prior to registration. Income tax, insurance and other certificates should be provided. Copies of visas of the foreign employees should be provided with the capital money of 5 million yen. The time of completing total process can be within 2 to 5 weeks.
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