Company Formation & Entity Setup in Japan
KK and GK incorporation, Legal Affairs Bureau registration, inkan registration, and post-formation compliance setup.
Currency
JPY (Japanese yen)
Legal forms
Kabushiki Kaisha (KK) · Godo Kaisha (GK)
Minimum share capital
JPY 1 legally (KK/GK) · JPY 30,000,000 practical minimum for a foreign owner-manager to qualify for the Business Manager visa (since Oct 2025)
Registration body
Legal Affairs Bureau (Ministry of Justice)
Formation timeline
GK: ~7–10 business days once documents are ready (2–4 weeks overall); KK: 14–21 business days due to mandatory notarization (4–8 weeks overall)
Corporate tax rate
23.2% national (15% on the first JPY 8M for SMEs with capital ≤JPY 100M); effective combined rate ~31.5–35.4% with local taxes
How company formation works in Japan
Japan's national corporate tax rate is 23.2% (reduced to 15% on the first JPY 8 million of taxable income for SMEs with paid-in capital of JPY 100 million or less), but the figure that matters for budgeting is the effective combined rate once local taxes are layered on: national local corporate tax, enterprise tax and inhabitants tax bring the effective rate to approximately 31.5% for large corporations and up to 35.4% for SMEs. Two further changes apply to fiscal years beginning on or after 1 April 2026 — a revised 10.3% national local corporate tax rate and a new 4% "defence capabilities" surcharge on base corporate tax above a JPY 5 million deduction — both of which shift the effective rate mid-transition for companies whose fiscal year does not align with 1 April.
Discuss your Japan market-entry structureMatched to your business objective
Kabushiki Kaisha (KK)
The standard vehicle for an operating subsidiary of a foreign company — the default choice for most market-entry engagements in Japan.
Godo Kaisha (GK)
Used for larger operations, more formal governance needs, or entities seeking to raise capital publicly.
Branch
Useful for testing the Japan market before committing to a subsidiary, or for keeping a single legal entity across borders. Creates a taxable presence — profits are generally taxed in Japan.
Representative office
For market research and liaison activity only — cannot sign contracts, invoice, or trade locally in most jurisdictions.
What it takes to register, and how long
Formation runs through the Legal Affairs Bureau (Ministry of Justice), typically taking GK: ~7–10 business days once documents are ready (2–4 weeks overall); KK: 14–21 business days due to mandatory notarization (4–8 weeks overall).
- Business Manager visa capital jump — — raised from JPY 5 million to JPY 30 million in October 2025, alongside new management-experience-or-degree, full-time-employee and Japanese-language requirements for the applicant or that employee
- Inkan and notarization formalities — — KK incorporation requires Articles of Incorporation notarized by a notary attached to the Legal Affairs Bureau and a registered company seal (inkan), adding steps with no direct analogue in signature-based jurisdictions
- Qualified Invoice System step-downs — — since October 2023, input tax credits require invoices from registered issuers; the transitional deduction rate for purchases from non-registered suppliers steps down again from 80% to 70% in October 2026
- Layered 2026 tax changes — — the revised 10.3% national local corporate tax rate and a new 4% defence-capabilities surcharge both apply to fiscal years beginning on or after 1 April 2026, changing the effective rate mid-transition for non-calendar-year filers
Frequently asked questions
Talk to a Japan formation expert
The October 2025 Business Manager visa reform means capital planning for a Japanese entity can no longer be decided on Companies Act minimums alone — if a foreign principal intends to reside in Japan as the entity's manager, JPY 30 million in paid-in capital, together with the accompanying experience, staffing and language conditions, is now the effective floor, not JPY 1.