10 steps to incorporate your in Japanese company in 2022

Japan company formation procedureThe typical procedures Healy Consultants Group PLC follows during a Japan engagement are described below:

  • Pre-incorporation steps

    1. Due diligence: Before Healy Consultants Group PLC proceeds with the engagement, our Client i) emails us scans of at least 75% of the due diligence documents requested by our compliance department ii) settles our fees and iii) signs our engagement letter. Thereafter, Healy Consultants Group PLC provides our Client with a detailed project plan, outlining all steps needed before they can start business in the country;
    2. Engagement planning: To start the project, our team will then agree with our Client on the company name and the optimum corporate structure, including shareholders and directors. As much as possible, we will recommend our client to appoint a Japanese resident or Japanese speaking director or legal representative. We also prepare a business plan describing our Client’s planned business in Japan for their review and approval.
  • Incorporation steps

    1. Submission of registration application: When the final corporate structure is agreed with our Client, Healy Consultants Group PLC i) reserves the company name with the Department of Economic Development (METI) and ii) prepares Power of Attorneys and company registration documents including deeds of establishment, articles of association and company seal. After being signed by our Client, these documents are authenticated by a Notary Public;
    2. Office lease agreement: Meanwhile, our Client provides us with a lease agreement for their office premises. If our Client is unable to do so, Healy Consultants Group PLC can alternatively supply Japan virtual office services until our Client finds their preferred business address;
    3. Japan company incorporation: When the above is completed, we submit a company formation application to the Japanese company registrar. The same is usually approved within 10 to 15 working days and we immediately provide our Client with a scanned copy of the certificate of incorporation upon receipt.
  • Post-incorporation steps

    1. First meeting of the shareholders: Healy Consultants Group PLC assists our Client to prepare all post- incorporation documents in English and Japanese, including notably the minutes of the first meeting of directors and the Share Certificates;
    2. Tax registration: our Firm will register the company for both National Tax and Local Tax at the nearest District Tax Office and obtain a tax identification number and business registration certificate;
    3. Corporate bank account: When the above is completed, we assist our Client to open a corporate bank account in Japan without travel. This process can take anywhere between 2 to 3 months including activating online banking facilities. Our Client’s local resident director or Healy Consultants Group PLC’s appointed professional passive resident director visits the bank branch in Japan to secure corporate bank account numbers. Our banking team also obtains bank passbooks and company seals, if required.
    4. Business start-up services: If needed, our team assists our Client to obtain corporate finance, trade finance and to open merchant accounts. Banks will usually require customers to have been operating in Japan for at least 6 months to 1 year before any applications are entertained. If required, Healy Consultants Group PLC will also assists our Client to locate permanent business premises and recruit local staff.
    5. Engagement completion: Following incorporation in Japan, Healy Consultants Group PLC provides our Client with a complete company kit including i) original Certificate of Incorporation; ii) a bound copy of the government approved Articles of Association; iii) original share certificates and tax registration certificates and iv) company seal certificate.
  • Documents required to form a company in Japan as a foreigner

    1. The documents required for foreigners willing to form a company in Japan are similar to those requested for locals. They mostly include:
      • For corporations: i) legalized copies of the certificate of incorporation, M&AA, latest annual return and financial statements ii) a resolution by the directors (or shareholders according to powers given by the M&AA to directors) approving the formation of a subsidiary in Japan and appointing directors. These documents must also be translated in Japanese by a sworn translator;
      • For individuals: i) legalized copies of their passport and a recent proof of address ii) bank statements or another document showing the availability of funds to pay up for the shares (only for larger amounts of paid-up capital). These documents must also be translated in Japanese;
    2. Below is a sample list of documents that Healy Consultants Group will draft in English and Japanese and request our Clients to sign and courier return for the purpose of company formation:
      1. Power of Attorney for Articles of Incorporation and the Companies Registry
      2. Articles of Incorporation (draft)
      3. Decision of Members
      4. Acceptance of Representative Member
      5. Acceptance of Executor(s)
      6. Guarantee Letter for use of seal impression
      7. Power of Attorney for the deposit of the share capital (if required)
      8. Declaration of paid-up share capital
      9. Signature attestation form for the authorized individual
      10. Company seal registration form (only in Japanese)
      11. Company card registration form (only in Japanese)
    3. Refer to this page for further details on the documentation required for Japan business incorporation.

Frequently asked questions

Contact us

For additional information on our company incorporation services in Japan, please contact our in-house country expert, Ms. Lee Wen Bin, directly:
Consultant at HC - Wen Bin
  • Ms. Lee Wen Bin
  • Client Engagements Department, Deputy Director
  • Contact me!
japan-tourismjapan-jicajapan-cocjapan-jftc