許可Applicationの必要書類と手続き

Detailed explanation of 許可Applicationの必要書類と手続き based on official information from 法務省・法務局. Company Registration

Published: January 12, 2026

Company Registration Application in Japan: A Comprehensive Guide

1. Overview

Company registration in Japan is the formal process of legally establishing a business entity, granting it corporate status and the ability to operate under Japanese law. This registration is mandatory for any business seeking to operate as a corporation (Kabushiki Kaisha, Godo Kaisha, etc.) rather than as a sole proprietorship. It serves as the official recognition of the company's existence, defines its legal structure, and is a prerequisite for opening corporate bank accounts, entering into contracts, hiring employees, and accessing various business services. The registration creates a public record at the Legal Affairs Bureau, providing transparency and legal protection for both the company and third parties.

2. Applicable Objects & Scenarios

This process applies to entrepreneurs and investors, both domestic and foreign, who wish to establish a formal corporate entity in Japan. Key scenarios include:

  • Founding a new corporation (e.g., Kabushiki Kaisha - Stock Company, Godo Kaisha - Limited Liability Company).
  • Establishing a branch or subsidiary of a foreign corporation in Japan.
  • Changing the legal structure of an existing sole proprietorship into a corporation.
  • Any business activity that requires limited liability protection, intends to raise capital from investors, or plans for significant growth and hiring.

3. Core Conclusions

  • Mandatory Process: Operating a corporation without completing registration at the Legal Affairs Bureau is illegal.
  • Pre-Registration Steps are Critical: The company's articles of incorporation must be notarized by a Japanese notary public, and capital must be deposited into a bank account before submission.
  • Jurisdiction Matters: Applications must be submitted to the Legal Affairs Bureau with jurisdiction over the location of the company's head office.
  • Professional Assistance is Common: Due to the complexity of documentation and legal requirements, many entrepreneurs utilize judicial scriveners (shiho shoshi) or legal professionals.
  • Registration Enables Essential Operations: The certified copy of the registry (toki) is required for nearly all subsequent business setup steps, including tax registration, social insurance enrollment, and banking.

4. Procedures & Steps

Step 1: Preparation

This is the most involved phase and must be completed before submission.

  1. Decide Company Details: Determine the company name, business purpose, head office address, amount of capital, fiscal year-end, and details of directors/representative director(s).
  2. Prepare Articles of Incorporation (Teikan): Draft the company's constitution. This document must be notarized by a Japanese notary public (koshonin).
  3. Deposit Capital: The founding investor(s) must deposit the initial capital into a temporary bank account opened in the name of the future representative director.
  4. Secure Office Address: A physical address in Japan for the head office is required. A virtual office may not be acceptable for registration.
  5. Prepare Registration Documents: Assemble all required forms, including the Application for Registration, the notarized Articles of Incorporation, proof of capital deposit, consent letters from directors/auditors, and a certificate of the representative director's seal (inkan shomei).

Step 2: Application & Submission

Submit the complete application package to the correct Legal Affairs Bureau (Homukyoku).

  1. Identify the Correct Bureau: Find the Legal Affairs Bureau that holds jurisdiction over the city/ward where your company's head office is located.
  2. Submit Application Package: File all prepared documents in person or by mail. Submission in person allows for immediate review for any obvious deficiencies.
  3. Pay Registration License Tax: The tax is paid via revenue stamps (inshi) affixed to the application form. The amount varies by company type and capital. Please verify the current tax amount with official sources.

Step 3: Review & Confirmation

  1. Examination: The Legal Affairs Bureau examines the application for compliance with the Companies Act.
  2. Registration: If approved, the company is officially registered in the commercial registry. This typically takes approximately 1 to 2 weeks from submission.
  3. Receive Certified Extracts (Toki): Upon completion, you will receive a certified copy of the company registry. This is the official proof of your company's legal existence.
  4. Post-Registration Steps: After registration, you must complete procedures for corporate seal registration, tax office registration, social insurance, and labor insurance.

5. Frequently Asked Questions (FAQ)

Q1: What is the difference between a Kabushiki Kaisha (KK) and a Godo Kaisha (GK)? A: A KK (Stock Company) is the most common corporate form, often perceived as more prestigious, with a clearer separation between owners (shareholders) and managers. A GK (Limited Liability Company) is more flexible, with simpler governance structures and often lower startup costs. The choice depends on factors like funding plans, scale, and public perception.

Q2: Can I complete the registration process if I don't live in Japan or speak Japanese? A: Yes, but it is highly challenging. A resident representative in Japan is often necessary. Most non-resident founders hire a professional agent (judicial scrivener, attorney, or incorporation service) to handle the entire process.

Q3: Is there a minimum capital requirement? A: For a Kabushiki Kaisha or Godo Kaisha, there is technically no legal minimum. However, from an immigration perspective, a business manager visa often requires a capital of at least 5 million JPY. Please verify with official immigration sources.

Q4: How long does the entire process take from start to finish? A: Preparation (Step 1) can take several weeks, depending on document preparation and notarization. The official review at the Legal Affairs Bureau (Steps 2-3) typically takes 1-2 weeks after submission of a complete application.

Q5: What do I need to do immediately after receiving my company registry? A: Your immediate next steps include: registering your corporate seal at the Legal Affairs Bureau, filing a notification of incorporation with the local Tax Office, and enrolling in national pension and health insurance schemes.

Q6: Can I use a home address as my company's head office? A: This depends on local zoning regulations (yoto chiku). Some residential zones prohibit commercial activities. You must check with the local municipal office to confirm if your intended address can be used for company registration.

6. Risks & Compliance

  • Accuracy is Paramount: Inaccurate or false information in the application can lead to rejection, fines, or future legal liability.
  • Seal Registration: The personal seal (inkan) used by the representative director on registration documents must be officially registered at your local municipal office. A simple signature is not sufficient.
  • Ongoing Compliance: Company registration is just the beginning. Corporations have ongoing obligations, including holding annual shareholder meetings, filing annual financial statements, and renewing various licenses.
  • Disclaimer: This guide provides general information. Laws and procedures are subject to change. It is not legal advice. For decisions regarding your specific situation, you must consult with qualified legal or tax professionals in Japan or verify directly with the relevant government agencies.

7. References & Sources

8. Related Topics

  • Corporate Seal Registration (Inkan Tohon)
  • Tax Registration for Corporations (National & Local)
  • Social Insurance and Labor Insurance Enrollment
  • Opening a Corporate Bank Account in Japan
  • Business Manager Visa Application Process
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