Setting up Godo Kaisha (GK)

Godo Kaisha (GK) is getting popular among entrepreneurs.

Unlike Kabushiki Kaisya (KK), which is the most common form of business in Japan, GK is easier to register. Also unlike Solo Proprietor (SP) or freelancer, personal liability is limited.

Hence, it is said that GK is suitable for small business. Yet, surprisingly some major companies such as Amazon Japan and Apple Japan are also GK.

SPGKKK
Registration related fees0 yen60,000~ yen 200,000~ yen
Creation of Articles of incorporationN/AEssential, less articles neededEssential, more articles needed
Notarisation of articles of corporationN/AN/AEssential
Public shareholder meetingsN/AN/AEssential
Personal LiabilityUnlimitedLimitedLimited
Above comparison table created by Yuichi Takatsuka

A procedure of setting up GK

  1. Appointment of an Incorporator.
  2. Finalise the basic structure of the organisation (such as business name, pourpus of business, office address, members and amount of contribution, etc.).
  3. Prepare the Articles of incorporation (No notarisation required).
  4. The incorporator must deposit the exact amount of paid-in capital in the specified bank account and files the receipt, along with Articles of Incorporation and other documents at the Legal Affairs Bureau.
  5. (Usually few weeks after above 4) Collect the Receipt of Incorporation and Representative Seal ID card from Legal affairs bureau. Setup completes.

Articles of Incorporation (tei kan)

It is often described as “Company’s constitution”. The matters that must be included are following.

(1) Business purpose
(2) Business name
(3) Location of head office
(4) Names and address of each member
(5) That all members are members with limited liabilities
(6) Purpose of capital contribution by Members and the amount or evaluation standard

In addition, there are matters that do not have legal effect unless stated in the articles of incorporation.

Revenue stamps (shunyu inshi) worth 40,000 yen must be affixed to the original copy of the articles of incorporation. Yet, revenue stamps are not necessary if the articles of incorporation is filed in electronic format with digital signature.

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If you need a professional advice and support for setting up GK, please contact Visa and Beyond by Takatsuka Office by using our inquiry form.

Consultation including professional advice starts from 5,500 yen, while drafting Articles of Incorporation for GK with digital signature starts from 22,000 yen.

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