When a joint-stock company （Kabushiki-Kaisha, KK） relocates its head office, it is necessary to apply to the Legal Affairs Bureau for registration of such a change. The jurisdiction of the Legal Affairs Bureau is divided by the location of each company’s head office, and relocating a head office outside of its jurisdiction is more difficult and expensive than relocating within its jurisdiction in general.

＜Jurisdiction of the Legal Affairs Bureau＞

Example in Tokyo Prefecture:
Chiyoda and Chuo-ku, Tokyo → Tokyo Legal Affairs Bureau Main Office
Minato-ku, Tokyo → Tokyo Legal Affairs Bureau Minato Branch Office
Shibuya and Meguro-ku, Tokyo → Tokyo Legal Affairs Bureau Shibuya Branch Office

Example in another Prefecture:
All areas in Saitama Prefecture → Saitama Legal Affairs Bureau

＜Decision-Making Body for Relocation of Head Office＞

The body that makes the resolution regarding the relocation of the head office differs depending on:
ⅰ. whether or not the Articles of Incorporation need to be amended, and
ⅱ. whether the company is a company with/ without a Board of Directors.

ⅰ. Relocation of Head Office and Description in Articles of Incorporation
The location of the head office of a company is a matter to be stated in the Articles of Incorporation. So, in the event that a head office relocation requires a change in the location stated in the Articles of Incorporation, it must be amended by a special resolution at a shareholders’ meeting.

When only the minimum administrative district of the head office is stated in the Articles of Incorporation.

For Example:
Article 3 （Location of the Head Office）
The Company shall have its head office in Chuo-ku, Tokyo.
→ The Company shall have its head office in Chiyoda-ku, Tokyo.

When the specific address is stated in the Articles of Incorporation:

For Example:
“The Company shall have its head office at 1-1-1 Ginza, Chuo-ku, Tokyo.
→ The Company shall have its head office at 1-1-2 Ginza, Chuo-ku, Tokyo.

* For Your Information: In most cases, only the smallest administrative district is stated in the Articles of Incorporation.

（ⅱ-a） Relocation of the Head Office of a Company WITHOUT a Board of Directors
In principle, the Articles of Incorporation shall be amended by a resolution of the shareholders’ meeting, and the specific address of the new head office and the date of the relocation shall be determined by a resolution of the Board of Directors Meeting （for a company with a Board of Directors） or the Directors Meeting （for a company without a Board of Directors）. However, in a company without a Board of Directors, the specific address and the date of the relocation can also be determined at the shareholders’ meeting.

In the case of a company without a Board of Directors, the body for resolving the transfer of the head office are as follows.

For Example:
Relocation from Ginza, Chuo-ku, Tokyo to Shimbashi, Minato-ku, Tokyo
（i.e., Amendment of the Articles of Incorporation is required）
1.→ Resolution of a general meeting of shareholders only, or
2.→ Resolution of a general meeting of shareholders and Directors Meeting

Relocation within Chuo-ku, Tokyo
（i.e., Amendment of the Articles of Incorporation is not required.）
1.→ Only a resolution of the general meeting of shareholders, or
2.→ Only a Directors Meeting

（ⅱ-b） Relocation of the Head Office of a Company WITH a Board of Directors
In the case of a company without a Board of Directors, the body for resolving the transfer of the head office are as follows （in principle）.

For Example:
Relocation from Ginza, Chuo-ku, Tokyo to Shimbashi, Minato-ku, Tokyo
（i.e., Amendment of the Articles of Incorporation is required.）
→ Resolution of the general meeting of shareholders and Resolution of the Board of Directors

Relocation within Chuo-ku, Tokyo
（i.e., Amendment of the Articles of Incorporation is not required.）
→ Resolution of the Board of Directors

Required documents for registration （general example）
– Minutes of the general meeting of shareholders
– List of shareholders
– Minutes of the Board of Directors Meeting
– Articles of Incorporation
– Power of Attorney
– Registration Form for Corporate Seal
– Registration Form for Corporate Seal Card