For those thinking about incorporating
Anyone can perform the registration procedures to register a company. That said, if you intend to continue your business for many years, it is better for the company to be incorporated correctly from the beginning.
SHIMAX LEGAL has a wealth of experience in setting up many different types of entities and are ready to assist you in setting up your company the way you want from the start.
The following are just some of the advantages of setting up your company through us.
Speed
With our experience incorporating hundreds of companies, we are able to handle incorporation cases ranging from single person companies (single shareholder and director) to those with complex share capital and organizational structures, non-Japan resident officers, and subsidiaries of foreign corporations in a timely fashion. Being located within just a short walk of the Tokyo Legal Affairs Bureau (the registrar office), we are also able to quickly obtain registration and other certificates for you upon completion of incorporation.
Service quality
Incorporating a company requires the preparation of many documents. In particular the basic company rules such as the business purposes and management structure must be carefully described in the Articles of Incorporation. While it is of course possible to try to save money by downloading and using incorporation templates from the Internet, from the point of view of long term business continuity, using the services of an experienced shihoshoshi is strongly recommended.
SHIMAX LEGAL is experienced in the incorporation of a broad spectrum of entities including new businesses, asset management companies, joint venture companies, holding companies, subsidiaries of foreign corporations, medical service entities, SPCs and issuers of class shares.
Cost-effectiveness
It is of course possible for the client to register a company on their own. However, performing unfamiliar procedures can take up much more time than ever imagined. Even if money is saved on fees paid to a legal professional, losing precious time dealing with administrative procedures and possibly ending up with a company structure that does not meet expectations could mean that ultimately it would have been more cost-effective to ask a professional from the start.
We leverage our wealth of experience with incorporation, providing cost-effective solutions to incorporate a company designed to meet the client’s needs to the maximum extent.
English service
The incorporation of subsidiaries of foreign corporations or companies for foreign individuals differs from standard company incorporation and some special documents and procedures are required.
SHIMAX LEGAL works with many foreign clients, and with our extensive experience incorporating subsidiaries and companies for foreign individuals, we are able to provide timely and customized incorporation services to foreign and non-Japan resident individuals and shareholders.
All meetings and correspondence are of course provided in English and bilingual (Japanese and English) documents prepared.
Customer satisfaction
As specialists in corporate legal services, commercial registration and international services, and with our “Strength in Unity” philosophy, SHIMAX LEGAL will work closely with you as your partner to provide the best client experience possible.
Advantages to Incorporating
We are often asked whether it is better to continue business as a sole proprietor, or to incorporate a company. The following are just some advantages to incorporating a company.
Image
Incorporating a company is one way for a sole proprietor to raise profile towards third parties.
While incorporating a joint-stock company has certain public disclosure obligations, on the flip side it carries the advantage of a stronger public image as well as making it easier to obtain financing from financial institutions and other sources.
Limited Liability
By incorporating a company, since business is performed not by the individual but by a completely separate legal entity, the business operator will only bear liability up the amount invested as a shareholder (limited liability).
In other words, while in the case of a sole proprietorship, a business operator’s liabilities with respect to obligations of the business will be up to the amount of his personal assets, by incorporating a company, business liabilities will be limited to the amount he has invested.
Note that when obtaining financing from a financial institution, it is often the case that the company representative will also be required to bear responsibility jointly and severally, and thus it is possible for the individual to bear liability.
Business Succession
In the case of a sole proprietorship, since the assets of the business are under the personal name of the business operator, when the business operator becomes deceased, as the business assets will form a part of the overall inheritance assets, inheritance division procedures become necessary thus possibly complicating business succession.
By incorporating a company, since the business assets will be under the name of the company, even if the business operator becomes deceased, the business assets will remain unaffected.
Furthermore, a corporate entity has the advantage of allowing the business operator to transfer his shares to his successor while alive and can be used as a part of inheritance planning.
Fiscal Year Selection
A sole proprietor must close his accounts based on a calendar year, however by incorporating, since the fiscal year may be chosen freely, there is the advantage of being able to avoid busy times of the year and periods where cash flow may be an issue.
Preferential Tax Treatment
Finally, when there are tax advantages to incorporating as opposed to being a sole proprietor, it is often the case that a company is incorporated.
Incorporation Steps
Joint Stock Company (KK)
Step 1 Client 1 Week
Decide on outline of new company (name, address, purposes, capital, officers etc)
Prepare seal certificates of promoters and officers
Step 2 SHIMAX 1 Week
Corporate name check, review business purposes etc
Order company seals, prepare incorporation documents 《send to client》
Step 3 Client 1 Week
Execute incorporation documents 《return to SHIMAX》
Deposit initial capital《deposit to promoter’s bank account》
Step 4 Client 1 Day
Notarize Articles of Incorporation at Japanese Notary Public
Step 5 Client 1 Day
File incorporation application (= company incorporation date)
Step 6 Client 1 to 2 weeks for registration completion
Registration completion (order registration certificates and seal certificates)
Limited Liability Company (GK)
Step 1 Client 1 Week
Decide on outline of new company (name, address, purposes, capital, members etc)
Prepare seal certificates of members
Step 2 SHIMAX 1 Week
Corporate name check, review business purposes etc
Order company seals, prepare incorporation documents 《send to client》
Step 3 Client 1 Week
Execute incorporation documents 《return to SHIMAX》
Deposit initial capital 《deposit to member’s bank account》
Step 4 SHIMAX 1 Day
File incorporation application (= company incorporation date)
Step 5 SHIMAX 1 to 2 weeks for registration completion
Registration completion (order registration certificates and seal certificates)