Changes to Commercial Registration Requirements
Mar 11, 2015
Amendments to parts of the Ordinance for Commercial Registration were promulgated on February 3, 2015 with the changes taking effect from February 27, 2015. The amendments relate to formalities required for the registration of appointment of company officers (such as directors and auditors) and the resignation of representative directors.
These major revisions are detailed below.
Commercial registration of inauguration of officers
This new requirement applies to the commercial registration of directors and auditors appointed both upon incorporation and appointments made in already incorporated organizations. However, these requirements do not apply to reappointments. As well as joint stock companies, these requirements also apply to officers of general incorporated associations, general incorporated foundations, investment corporations and specified purpose companies.
Previous requirements
Previously, in order to commercially register the appointment of officers, the following documents were required to be submitted:
- Application form for commercial registration
- Inauguration Notice
New requirements
The following documents are now required:
- Application form for commercial registration
- Inauguration Notice
- An officially issued form of identification to prove the name and address of the appointees for example an original copy of the certificate of residence, a certified copy of driver’s license etc.
Resignation of Representative Directors etc. who have seal registered with the Legal Affairs Bureau
This requirement applies to the commercial registration of the resignation of representative directors and representative executive officers. This requirement applies to joint stock companies, general incorporated associations, general incorporated foundations, investment corporations and specific purpose companies etc.
Previous requirements
- Application form
- Resignation notice
New requirements
- Application form
- Resignation notice
- Certificate of personal seal (of the personal seal used to seal the resignation notice). Alternatively, the notice of resignation can be sealed with the registered company seal (in which case there is no need to submit a certificate of personal seal.)
Other changes
Amendments to the Ordinance also allow the former surname of company officers to be included in the company’s commercial registration.
In addition to officers of joint stock companies, this amendment applies to members of membership companies, officers of general incorporated associations, general incorporated foundations etc.
Examples of the application form can be found on the Ministry of Justice website here: http://www.moj.go.jp/MINJI/minji06_00085.html.
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