What are the steps to start your business?
Decide the business type
There are 3 types business entity available in Japan
Representative office
Representative office may conduct preparatory and supplemental tasks such as market surveys, collect information. However, it is not permitted to engage in sales activities. The establishment of representative offices does not require registration
Branch office
Branch office can conduct business operation in Japan. It does not have the own legal corporate status, but is deemed to be encompassed within the corporate status of the foreign company. The profit and loss of a branch office is included in the taxable income of the Head Office
Company
A foreign company may establish a subsidiary company as a joint-stock corporation (Kabushiki-Kaisha (K.K.)), limited liability company (Godo-Kaisha), or similar entity stipulated by Japan's Companies Act.
Joint-stock corporation (Kabushiki-Kaisha (K.K.))
Limited liability company (Godo-Kaisha)
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Raise funds by issuing shares, it can be listed company
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A board of directors shall be established
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It can be recommended for those who want to expand their scale by considering hiring people and raising funds by issuing shares
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Godo-Kaisha started in 2006, Kabushiki-Kaisha my be more recognized by people.
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It cannot be a listed company
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All directors shall make decisions instead of shareholder's meeting
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It can be recommended if running a business by a family/one person with no plans to increase employees
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The cost and procedure is slightly cheaper and simpler compare to Kabushiki-Kaisha
Establishment of a company
Q: What is the difference between Kabushiki-Kaisha and Godo-Kaisha?
Q: What are procedure for establishing Kabushiki-Kaisha?
01
Apply company name
to the Legal Affairs Bureau
02
Registered address
to be recided
03
Prepare company's
articles of incorporation
04
Prepare necessary documents (HQ's registration certificate etc.)
05
Notarization of company's articles of incorporation by Japanese notary
06
Remittance of company's capital to account of incorporator, representative director etc
07
Apply for registration of company's establishment
at the Legal Affairs Bureau
08
Obtain the certificate on registered information and create company seal
09
Open a bank account under company name
10
Submit the notification to tax office and other relevant government agencies
Q: What to decide for company's articles of incorporation?
Articles of incorporation should contain information including the followings
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Company name
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Registered address
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Business objectives
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Financial year
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Amount of capital (authorized and paid-in capital), issue price of shares, the provisions restricting transfer of shares
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Names of directors and representative directors, terms of directors