Pro-Innovation AIPricesArt. 01
Company incorporation (GK or KK)
Your Japanese company, incorporated online by your lawyer
We draft the articles of incorporation and the supporting documents, and file the registration online with the Legal Affairs Bureau as your lawyer. Founders in Japan sign with their My Number card; founders overseas sign on paper with a signature certificate from their home country.
- Godo kaisha (GK, LLC-type)
- Kabushiki kaisha (KK, without a board)
§ 1 Without it
What catches founders out.
Risk 01
The company exists only once registered
A GK or KK comes into existence only when its incorporation is registered at the head office location (Companies Act Arts. 49 and 579). Contracts in the company name, bank accounts and visas all wait for the registration.
Risk 02
A KK’s articles need a notary
The articles of a kabushiki kaisha take effect only once certified by a notary (Companies Act Art. 30(1)). A GK’s articles do not, which changes the cost and the timeline.
Risk 03
The same name at the same address is refused
A trade name cannot be registered if the same name is already registered at the same head office address (Commercial Registration Act Art. 27), a real risk with shared and virtual offices.
General information about Japanese law, not legal advice on your situation.
§ 2 What is inside
16 articles,
in plain sight.
The actual table of contents of the template we start from. We choose the options that fit your deal, and the lawyer adjusts the wording before anything is sent.
Articles of incorporation (GK)
16 articles- 01Trade Name
- 02Purpose
- 03Location of Head Office
- 04Method of Public Notice
- 05Members, Contributions and Liability
- 06Transfer of Interests
- 07Succession and Merger of Members
- 08Executive Members
- 09Representative Member
- 10Person Performing Dutiescorporate member only
- 11Remuneration
- 12Appointment and Dismissal of Managers
- 13Business Year
- 14Approval of Financial Statements
- 15First Business Year
- 16Governing Law
Articles of incorporation (KK)
27 articles · KK optionUsed instead of the GK articles when you choose a kabushiki kaisha.
- 01Trade Name
- 02Purpose
- 03Location of Head Office
- 04Method of Public Notice
- 05Total Number of Authorised Shares
- 06No Share Certificates
- 07Restriction on Share Transfers
- 08Requests to Record in the Shareholder Register
- 09Record Date
- 10Notification of Shareholder Addresses
- 11Convocation
- 12Chair
- 13Resolutions
- 14Proxy Voting
- 15Number of Directors
- 16Election of Directors
- 17Term of Office
- 18Representative Director
- 19Remuneration
- 20Business Year
- 21Dividends
- 22Limitation Period for Dividends
- 23Value of Assets Contributed at Incorporation
- 24First Business Year
- 25Incorporators and Subscribed Shares
- 26Subscription of All Shares by Incorporators
- 27Governing Law
Supporting documents
5 items- 01Decision on the head office, representative and capital (GK) or resolutions and consents of the incorporators (KK)
- 02Acceptance of office
- 03Certificate of payment of capital
- 04Power of attorney for the registration
- 05Declaration of beneficial owners to the notary (KK)
§ 3 You receive
- 1Articles of incorporation: the Japanese original as filed, with an English reference translation
- 2The supporting documents for signature, and the online filing of the registration
- 3The certificate of registered matters once the registration is complete
- 4A short guide to the next steps (tax notifications, social insurance, bank account), with introductions to specialists
§ 4 Not included
- Contributions in kind, class shares and a KK with a board of directors
- Business licences, permits and visas (we introduce specialists)
- Opening the company bank account
- Registration tax and notary fees, paid at cost (see Government fees)
Anything not included can be quoted separately, before any work starts.