Documents Necessary for a Foreign National to become an Incorporator or Director for a Japanese Company

October 9, 2019

Question:

What documents should we submit if a foreign national would be an incorporator or director of a Japanese company?

Answer:

The documents needed vary depending on whether the individual has a residence in Japan or not.

Explanation:

When incorporating a business in Japan, an incorporator must submit the following documents:

1. Certificate of seal impression (must be issued within the previous three months)
2. Certificate of all registered matters (if incorporator is a corporate entity)
3. Jitsuin (registered personal seal)
4. Passbook for bank savings account

Foreign nationals with residence in Japan are able to obtain a certificate of seal impression. For non-residents, a sworn affidavit (signature certificate) can serve as a substitute for the certificate of seal registration. In such cases, a jitsuin will no longer be necessary.

For a foreign national to become a director, the said national must submit the following:

1. Certificate of seal impression
2. Jitsuin

Foreign nationals with residence in Japan are able to obtain a certificate of seal impression. For non-residents, a sworn affidavit (signature certificate) can serve as a substitute for the certificate of seal registration. In such cases, a jitsuin will no longer be necessary.

For directors (other than the representative director) who are part of the stock company’s board of directors, as well as the company auditor, they may also submit to the legal affairs bureau personal identification documents as substitute for the two documents indicated above.

“Personal identification documents” can refer to a copy of one’s driver’s license, juminhyo (certificate of residence), or copy of residence card. (For more information, you may refer to Q48).