Limited Liability Company in Japan
1) Acceptance of appointment
When you ( original owner of company ) make articles of incorporation, you nominate someone as a managing member or representative member. In order to nominate someone as such status, her Acceptance is required.
On this paper, signature of nominee is necessary. When you order me to incorporate a company in Japan, I can make it in English language and send it to you by post or email.
2) Certificate of Receipt of Capital Contribution
When you incorporate in Japan, you need to contribute some money. Even if the amount of １ yen is available. In that case, the amount of stated capital is registered as ” 1 yen “.
But, if you incorporate with such a small stated capital amount, it will affect feasibility in opening bank account, trust toward your company.
So, you will contribute at least amount of money that you need to operate your company for a while.
Most of companies register their capital amount at least one million yen.
You ( equity participant ) pay your money to potential company. When you contribute your money, there is not bank account of your company. So, in that case, you, equity participant shall pay your money to your bank account.
If you want to contribute 100 yen to incorporate in Japan, ｙou deposit 100 yen to your bank account. Then after you open bank account of your company, you transfer this money to bank account of your company.
I know most of websites that explain how to incorporate a company in Japan make mistake as for this process. Their website explain that you need to prepare scanned copy of your bank book or bank statement that can prove amount of your contribution.
But, actually you can not use this method as far as you are non resident of Japan.
You are living in outside of Japan and do not have bank account of Japanese bank.
Legal affairs bureau do not recognize your familiar bank as bank based on Japanese law. So, you can not use scanned copy of your bank book of your familiar bank.
However, there is other way in practical business. You contribute some money and representative member issue receipt of contribution. This is called Certificate of Receipt of Capital Contribution.
3) Meeting minutes
You need to determine following matters and specify in meeting minutes.
１ Specific address of head office.
You do not have to specify room number of your head office in articles of incorporation.
So, in that case, you need to determine specific address of head office of your company and specify in minutes.
２ The amount of contribution and stated capital ( Shihon kin = 資本金 ) and capital surplus ( Shihon Jouyokin ).
You can sum up a part of the amount of the contribution as capital surplus.
If you contribute 20 million yen, you can sum up 19 million yen as capital surplus.
(In the case of Joint stock company, you can not take this option)