Incorporation
In Japan, it is possible for non-residents to establish a corporation where they hold the sole position as a director and own shares. However, such corporations without resident directors may face practical limitations in terms of business activities.
If the sole director is a non-resident, it can pose obstacles in opening a bank account and obtaining a visa. Additionally, it is also likely to be difficult to obtain a license for financial instruments business in Japan.
In the FAQ by the Financial Services Agency, it is explicitly stated that for the registration of financial instruments business a representative or director of its corporations must be a resident.
Therefore, in many cases, it is common to have a non-resident as the sole shareholder and director upon establishing a corporation, and subsequently add a resident director or initially include a resident staff member, such as an accounting firm, as a director.
Our firm is licensed for paid employment placement services and can also provide nominee services and director dispatch services. Please feel free to contact us for further information.
Incorporation Costs
The legal official cost of incorporating a Kabushiki Kaisha (stock corporation) is JPY 202,000, while for a Godo Kaisha (limited liability company) it is JPY 60,000. However, if the amount of the capital is substantial, additional registration fees will apply.
If you engage the services of a judicial scrivener or other professionals for the incorporation process, their fees will also be added. Additionally, if the incorporator is a non-resident or a foreign corporation, the procedures become more complex. In such cases, the fee amount can reach several hundred thousand yen, so please consult with us individually to receive a specific estimate.
Our firm collaborates with legal professionals, including judicial scriveners, to provide support services for incorporation.
Annual Maintenance Support
In addition to handling the registration procedures for new entries, our firm also undertakes support for the routine administrative procedures carried out by financial instruments business operators after registration completion, as well as providing assistance with compliance matters.
Specifically, we can assist with the preparation of annual business reports and reports related to anti-money laundering that need to be submitted to the Finance Bureau. We can also provide support in preparing various notification forms for changes in business operations, methods, location, company name, officers, etc. and offer advisory services on various aspects of business operations.
Furthermore, we are capable of handling specialized and complex requests, such as filing notification for modifications to the business operation procedures when there are significant changes in the nature of operations, as well as administrative procedures related to acquisitions or other complex transactions that require a high level of expertise.
Support for Compliance Activities
We can also provide full-scale external outsourcing of the compliance department for those who prefer not to establish an in-house compliance officer.
As regulatory authorities allow for external outsourcing of compliance functions specifically for investment management services exclusively targeted at qualified investors, we can introduce experienced lawyers, who collaborate with our firm, as entrusted parties for comprehensive external outsourcing of the compliance department, particularly for those who operate such business types,
For investment advisory and agency services, complete external outsourcing is not permitted, but if there is a relatively weak internal structure, it is possible to partially outsource certain compliance tasks to lawyers or other professionals for assistance and support.
Please note that complete external outsourcing of compliance functions is not allowed for TypeⅠ Financial Instruments Business, “full” investment management business, or TypeⅡ Financial Instruments Business.
Our firm can collaborate with lawyers to provide support for your business from the perspective of administrative procedures. However, it is important to note that the feasibility of outsourcing compliance tasks depends on the nature of the business, and there may be cases where outsourcing is not possible. We recommend consulting with us individually based on the specific details of your situation.
By outsourcing compliance tasks to lawyers or other professionals, it may be possible to reduce costs compared to establishing a dedicated in-house compliance officer. If you are considering this option, please feel free to contact us for further discussion.
