Shiho-shoshi (Solicitor) mainly provide the following services:
1. Procedures related to companies- When setting up a company- When a director has changed- When issuing new shares- When resolving or liquidating a company

Q&A on Setting Up a Company

2. Procedures related to real estate- When purchasing real estate- When selling real estatein Japan- When an inheritance event takes place to a real estate owner

3. Procedures related to property management- upon being appointed as an administrator or a manager of properties, manage other person s businessor properties- upon being appointed as a guardian, an aide, or an assistant, act as an agent on legal matters(contracts, etc.) of other person including such matters as giving consent or making cancellations.
In addition to the above services, Shiho-shoshi (Solicitor) prepare documents which need to besubmitted to courts and so forth. For those Shiho-shoshi (Solicitor) who are certified by the Minister ofJustice, they can serve as procedural attorneys of civil lawsuits with the amount of claim up to JPY
1.4 million at summary courts.
As with the legal professionals in most countries, Shiho-shoshi (Solicitor) comply with the confidentiality
requirements as set out by the laws and regulations, concerning the matters discussed with their clients
as well as the details of the services they undertake. Shiho-shoshi (Solicitor) have duties andresponsibilities as professionals to abide by the laws and regulations, as well as a code of ethics.

(This brochure was prepared based on the laws and regulations as of March 1, 2017.)

Inquiries:
Japan Federation of Shiho-shoshi Lawyer s Associations
9-3 Honshio-cho, Shinjuku-ku, Tokyo 160-0003, Japanwww.shiho-shoshi.or.jp/

2017.03

Q1: Do I need to have a Japanese national as a shareholder or director ofmy company?※1

Q7: How long will it take to set up a company?
A7: The flow of the procedures to set up a company is generally as shown in the

A1: There are no restrictions on nationality under the laws and regulations in Japan. In principle, shareholders or

diagram on the right. The first step is the creation and authentication of thedirectors do not have to be Japanese nationals nor do they have to have an address in Japan.※2 Even aarticles of incorporation. The next step is execution of capital investment.

foreign resident or a foreign company can set up a company in Japan.

Capital investment must be all completed before incorporation of a company.
Up on completion of the prior steps , you may apply for registration ofincorporation of your company. The review of the application procedures for

Q2: How many shareholders and directors do I need to have for my company?
A2: Under the Companies Act in Japan, it is required to have at least one shareholder and one (representative)
director, but the same individual can hold both positions. This means that if you put your money in a company
and become a director, you can set up a company by yourself alone.

Authentication of Articlesof Incorporation

Execution of capital
investment

setting up a company will be generally completed in one to two weeks upon
submitting the registration application documents to the Legal Affairs Bureau.
The date of establishment of your company is the date on which you applied forthe registration of your company, not the date on which the Legal Affairs

Registration ofincorporation of company

Bureau has completed their review of your application. Since the series of procedures is complex and requires
accuracy, people generally ask us, Shiho-shoshi (Solicitor) to take care of it. When the review process by theLegal Affairs Bureau is completed, you may request a document called, certificate of registered matters of thecompany. With this certificate, you can confirm the existence and the details of your company.

Q3: Are there any minimum capital requirements?
A3: There are no minimum capital requirements under the Companies Act. Nevertheless, if the amount of paid-in
capital is small, it is often difficult to gain the trust of external parties and there is a risk of becoming insolvent

Q8: What purpose does a seal impression serve?

soon after setting up the company. Thus, we recommend you to start with a certain level of capital. The amountA8: Your seal impression is affixed alongside your signature or name to express some kind of intent. For example,of capital depends on the type of business, but it seems that many foreign-affiliated companies in Japanif you are going to assume a post of director, by affixing your seal impression on the acceptance document of

typically specify their capital to be JPY 5 million or more.※3 The type of capital is not limited to cash but

assuming the post of director, in addition to signing the document, it will become the proof of your intent toincludes real estate, movable assets such as automobiles, and credit such as loans are also allowable as capital.

assume the post. You may consider that this the same as signing your name on a legal document in many
countries. When you register your seal impression with a relevant government office, a certificate of seal
impression is issued for your seal impression. However, this applies only to persons who are resident in Japan.

Q4: Do I put up money as capital after setting up a company?

If you live outside Japan, you need to make other arrangements.

A4: Under the Companies Act in Japan, it is required to put up money as capital prior to setting up a company.
If capital is contributed in the form of money, it is, in principle, required to deposit the money into the bankaccount of the incorporator (person who is going to be a shareholder after establishment of the company).

Q9: What are the benefits of asking a Shiho-shoshi (Solicitor) to undertakethe incorporation procedures of my company?
A9: If you ask a Shiho-shoshi (Solicitor) to undertake the incorporation procedures of your company, you canreceive the following support.※5・ Advice on the type and details of company which is suitable to your situation

Q5: What kind of items do I have to decide?
A5: If you are setting up a joint-stock company, you need to generally determine the business name, head office,purposes of your business, amount of capital, total number of authorized shares, total number of sharesissued, directors, representative directors, and business year.

・ Preparation of text for documents that need to be signed to incorporate a company such as the articles ofincorporation
・ Acting as an agent to make applications to public offices for such matters as authentication of articles ofincorporation and registration of incorporation of your company
・ Advice on relevant laws and regulations and a review of legal documents with respect to the operation ofyour company
・ Advice on preparation of a seal impression

Q6: What sort of documents do I need?

・ Advice on the Foreign Exchange and Foreign Trade Control Law, such as remittance of funds, etc.

A6: If you are setting up a joint-stock company, you need, in general, the following documents.※4Have an address in Japan

Do not have an address in Japan

In case of acompany

Certificate of registered matters andcertificate of seal impression

Certificate of registered matters andcertificate of signature of representative

In case of anindividual

Certificate of seal impression

Certificate of signature

Incorporator※1 Here, we explain about joint-stock company called Kabushiki Kaisha or KK.
※2 In some cases, you may need to have a director who has an address in Japan to obtain various licenses andapprovals, or to open bank accounts.
※3 In some cases, if you need to obtain visas or business licenses and approvals, you may be required to put up aDirector

Certificate of seal impression

Certificate of signature

certain level of capital in conjunction with the relevant laws and regulations.
※4 Here, we indicate only the documents required for registration procedures under the laws and regulations inThere are matters which are required to be certified in the certificate of registered matters and certificate ofsignature of a representative for foreign companies. In addition, you need to prepare other documents which
require signatures, such as the articles of incorporation and certificate of capital contributions.

Japan. In some cases, other documents such as a copy of your passport may be required separately.
※5 Advice on and the procedures of visas, taxes, labor and social insurance are not included in the scope of work
for Shiho-shoshi (Solicitor). We will refer appropriate experts on those matters.