The following will outline the steps and procedures for foreigners to establish a company (合同会社 LLC / 株式会社 co., Ltd.) in Japan.
Table of contents
- Business content and business type↓
- Prepare registration address↓
- 合同会社 LLC or 株式会社 co., Ltd.↓
- Selection of directors and founders↓
- Decide on your business name↓
- Formulation and notarization of AoA↓
- Capital remittance↓
- Application and registration↓
- Inform the Tax Bureau↓
Business content and business type
Foreigners are obliged to declare their business contents when establishing a company.Some industries (agriculture, fishery, energy-related, etc.) require a license before applying for registration, so business type and contents must be confirmed before going through the procedures.
Prepare registration address
A business registration address is required whether or not you plan to rent an office.However, please note that when using a rented office or shared office for address registration, you need to obtain the landlord's consent in advance before registering the company.
Virtual offices (non-actual spaces with only addresses and no desks, chairs, etc.) can also be registered.
But if you want to apply for a work visa, you must have a actual office.
合同会社 LLC or 株式会社 co., Ltd.
The main company types are "合同会社 LLC" and "株式会社 co., Ltd."Both can be established with only one person in charge (representative) with a capital of 1 yen or more.
After you have successfully registered your company, you can also make changes to the company type such as increasing capital, changing the person in charge, changing the company registration location, etc.
Selection of directors and founders
株式会社 co., Ltd. requires an "founder" who contributes capital and a "director" who operates the business.The founder and the director can be the same person.
Foreigners who do not reside in Japan may also serve as founders or directors.
合同会社 LLC does not require a director，and are nominally funded by employees.
Decide on your business name
As long as the registered address is different, the company's trade name can be the same as that of an existing company.Hiragana, katakana, kanji, romaji (A, B, C...), and numbers (1, 2, 3...) can all be used in the name.
Some symbols such as "&" can also be placed between words.
"合同会社 (LLC)" or "株式会社 (co., Ltd.)" must be placed before or after the company name.
e.g. "トランス株式会社" or "株式会社トランス"
Reference: 法務省
Formulation and notarization of AoA
If it is established as a subsidiary or branch of a foreign legal person, it must also formulate articles of association that are independent from the parent company and conform to the Japanese form,and then have them notarized by a notary public office. The formulation of the company's articles of association and the agency certificate are both included in our offer. Please feel free to entrust these tasks to us.Capital remittance
Transfer the capital to the founder's bank account. The balance before being remitted to the account will not be regarded as capital, so it needs to be remitted after the date of establishment of the company's articles of association.Application and registration
Once you have collected all the required documents, such as proof of capital remitted to the founder's account, you may proceed with your application to the Legal Affairs Bureau. It takes several days for the transcript of the register to be issued.Inform the Tax Bureau
Inform the Tax Bureau at the place of registration that the company has been established.After following the above steps, the registration is complete.