Establishing a business or branch office of an existing foreign business in Japan may initially appear complex, particularly for newcomers. However, over the past decade, Japan has significantly streamlined this process. This guide provides a comprehensive overview of the steps required to set up a business entity or a branch in Japan.

Step 1: Obtain the Appropriate Visa

Foreign nationals who are planning to physically work in/at their business, as opposed to simply investing in one, must secure a suitable visa to do so. Some of the available options include:

4-Month Business Manager Visa: This visa necessitates proof of ongoing business establishment activities. It enables the holder to obtain a residence card, open a bank account, and register the business. This visa can be extended for one year following the establishment of the business.

Start-up Visa: Available for six months and up to a year in select cities such as Tokyo, Hiroshima, and Fukuoka. It requires the submission of a business plan in Japanese to obtain a recommendation letter from the local government. This visa offers the same benefits as the 4-Month Business Manager Visa and can be extended for an additional six months.

Investor Visa: Granted for one, three, or five years, based on the business’s profitability and performance. The process involves establishing the company, applying for an Investor Visa Certificate of Eligibility (COE), and obtaining investor status or residence at a Japanese Embassy or Consulate.

Step 2: Secure Office Space

Short-Term Office Rentals: Serviced offices offer flexible lease terms, low start-up costs, and essential infrastructure. These are ideal for convenience, affordability and flexibility - but you would need to first check with the immigration department or your immigration lawyer if your visa conditions would be satisfied by such a lease.

Long-Term Office Rentals: Allows for the establishment of an office that reflects your brand image. Office spaces can be found through specialized websites or real estate agents.

Step 3: Prepare Articles of Incorporation

Articles of Incorporation are crucial for company setup and management, and their contents vary by business structure.

For Foreign Individuals: Requires a company seal, seal certificate, personal bank account details, and incorporation documents.

For Foreign Companies: Requires the parent company’s registry certificate, notarized signature attestation, seal certificates, bank account details, and signed or sealed incorporation documents.

Step 4: Notarize Articles of Incorporation

GK Companies: Notarization of revenue stamps is required, costing 40,000 yen. GK companies (合同会社 – gōdō gaisha) are equivalent to limited liability companies in the US.

KK Companies: All Articles of Incorporation and revenue stamps must be notarized, costing approximately 90,000 yen. KK companies (株式会社 – Kabushiki gaisha) are comparable to share companies, stock companies, or corporations.

Step 5: Deposit Initial Capital

Deposit the initial capital using a personal bank account. For subsidiary companies, use the Representative Director’s personal bank account. The required amount varies depending on the company type.

Step 6: Prepare Additional Documents

These documents include a letter of agreement from the director and proof of the company’s seal registration completion.

Step 7: File for Business Registration

Submit your application at the Registry Office. The fees are 150,000 yen for KK businesses and 60,000 yen for GK businesses.

Step 8: Obtain Registry Certificate, Seal Certificate, and Corporate Number

After registration, obtain these documents to sign contracts and open a corporate bank account.

Opening a Bank Account

Select from foreigner-friendly banks such as Sumitomo Mitsui Banking Corporation, Shinsei Bank, Seven Bank, or Japan Post Bank. Required documents include proof of residency rights, a residency certificate, contact information, and a Japanese residence card.

Trademark Registration Process

Register your trademark at the Japan Patent Office. Required documents include a registration request in Japanese, trademark information, a representation of the trademark, and a complete list of associated services/products. Fees include an application fee (¥12,000 for trademarking one class of goods and services provided, ¥8,600 for additional classes), registration fee (¥28,200), and renewal fee (¥38,800 every 10 years).

Hanko and Inkan Seals

Hanko seals, personal stamps used as identifiers, are essential. Types include:

Personal Hankos: Mitome-in (basic contracts), Ginko-in (banking), Jitsu-in (official company registration). 

Business Hankos: Kaku-in (signing documents), Ginko-in (banking, registered with the bank), Kaisha Jitsu-in (most important business Hanko, registered with the Legal Affairs Bureau). Prices vary depending on material, diameter, design, and registration, ranging from ¥100 to ¥10,000.

Conclusion

Japan, with its robust economy and supportive startup initiatives, is an excellent location for business. This guide outlines the essential steps, from securing visas to registering your company and opening a bank account. While this overview provides a solid foundation, it is highly recommended to consult recognized professionals to ensure full compliance with all regulations and to facilitate the process of setting up your business in Japan.