Procedures for Non-Japanese to Launch a Business and Set up a Company in Japan

When a non-Japanese launches a business in Japan, this can be done either as a sole proprietorship or by setting up a company. However, given the fact that some companies will not engage in transactions with individuals and the relationship with resident status, setting up a company is more advantageous, and for that reason is very common.

An LLC (godo kaisha) vs. a Joint Stock Company (kabukishiki kaisha)

The first issue is whether to choose the limited liability company (godo kaisha) form or the joint stock company (kabushiki kaisha) form for your company. 

At Kobe Legal Partners, the limited liability company form is often chosen by individuals who launch a business since the formation itself and the post-formation operational management are simple and straightforward.

In addition, for those who do not have a Japanese bank account or a person in Japan willing to help out, setting up a limited liability company may be the only option since, unlike the joint stock company, a copy of a bank account is not necessary when registering the establishment of the company.

Steps for Setting up a Company

In Japan, setting up a company (either a limited liability company or a joint stock company) involves the following steps:

1. Preparation of the Articles of Incorporation
2. Payment of capital
3. Election/appointment of directors and officers, when applicable, as well as statutory auditors
4. Registration application

Once the Legal Affairs Bureau has completed the registration of the company, the company will then exist officially as a company.

Resident Status (Visa)

When a non-Japanese sets up a company in Japan and starts operating a business in Japan, in addition to the procedures for setting up a company, the foreign national must also obtain a “business manager” visa. This means that the company must be set up in a way that the foreign national will be able to satisfy the requirements for getting a “business manager” visa.

However, persons with the following resident status can manage a company based on that resident status without having to satisfy the requirement for, and obtain, a business manager visa.

Points to keep in mind for non-Japanese setting up a company in Japan

Capital

Since there is no minimum required capital amount to set up a company, a company can be set up with just 1 Japanese yen. However, this is not true when obtaining a business manager visa. Under the revised standards that took effect on October 16, 2025, a new application for a business manager visa requires, among other things, that the company have capital (or total contributions) of 30 million yen or more and employ at least one full-time employee. The full-time employee must be a Japanese national, a special permanent resident, or a foreign national with a status such as Permanent Resident, Spouse or Child of Japanese National, Spouse or Child of Permanent Resident, or Long-Term Resident. For that reason, when a business manager visa is required, the company must be set up with these requirements in mind. Separate transitional rules apply when people who already held this status before the change renew it.

Headquarters

When applying for the business manager visa, a separate, physical office is required. Virtual or shared offices do not meet the requirements. In addition, if you turn part of your residence into an office, it must be clearly separated from the residential part.

Even if it is small, renting a separate office would probably facilitate a smoother process. There are offices that can be easily rented by non-Japanese who come from overseas to Japan to launch their business.

Certificate of Seal Impression

When a company is set up, the incorporator must sign and affix his or her seal to the Articles of Incorporation or the proxy for the draft Articles of Incorporation. The seal used at this time must be the seal that is registered with the local government.

In addition, the director at the time of incorporation must also sign and affix his or her seal, which also is the type of seal registered with the local government, on the letter of acceptance of appointment.

For non-Japanese who live in Japan but do not have a certificate of seal impression, you will need to obtain a signature certificate from the consulate of your home country. However, since some consulates do not offer this service, it is necessary to confirm in advance. For those who live in Japan, we recommend obtaining a registered seal since the procedures will go much more smoothly if you have a certificate of seal impression when you set up a company.

For non-Japanese nationals living outside Japan, you must obtain a signature certificate in place of a certificate of seal impression. In practice, we sign the Articles of Incorporation electronically as your agent, so the signatures required from you are those on the proxy authorizing us to prepare the Articles of Incorporation and have them certified, and on the letter of acceptance of appointment. We have your signature on these documents verified with a single, separate signature certificate. As a general rule, this certificate must be issued by an authority of your home country, such as a notary public in your home country or your home country’s embassy or consulate in the country where you live. A certificate from a notary public in the country where you live (if it is not your home country) can be used only in limited circumstances. For details, please see our article on signature certificates.

Bank Account

When setting up a joint stock company in Japan, the capital is paid into the bank account of the incorporator or the director at the time of incorporation, and a copy of the passbook for this account is required for the company registration application.

This bank account must be one of the following:

• Head or branch office of a bank in Japanese (foreign bank is also OK)
• Overseas branch of a Japanese bank

The name on the bank account can be the person who is incorporating the company (the incorporator), the director at the time of incorporation, or a person designated by the incorporator.

When this type of bank account is not ready, since a joint stock company cannot be set up, the incorporator may decide to incorporate as a limited liability company instead of as a joint stock company.

Notification, etc under the Foreign Exchange Laws

When a non-resident of Japan is the incorporator and sets up a company, prior notice and post-facto report must be carried out to the Minister of Finance and the Minister having jurisdiction over the company’s business through the Bank of Japan.