Reliably Establish and Operate Your Subsidiary in Japan / Starting a Business In Japan

One of the first decisions a foreign investor needs to make is the type of legal entity to use for their Japanese entity. A kabushiki kaisha (a limited liability, for-profit stock corporation) is the most popular option due to its separate legal existence and limited shareholder liability. But investors may consider other options that may be more appropriate in light of the company’s size, business objectives, how the investor wishes to run the company, and tax considerations. We provides investors with clear and thorough guidance to select the right type of entity to fit their particular needs.

Foreign investors commonly enter the Japanese market by acquiring the shares of an existing Japanese entity or creating a wholly-owned subsidiary. We provides key guidance on the entire acquisition process to protect the buyer’s rights and interests. Among other things, we advise on the overall acquisition plan, prepare the share purchase agreement, and conduct the required due diligence. We then assist with all closing and post-closing details until the acquisition is complete.

First-time foreign investors are commonly frustrated dealing with Japanese companies because of the slow pace of decision-making and the many unwritten rules of corporate Japan. Guiding foreign-based clients through the myriad of Japanese business customs is a critical part of our counsel. In this way, we ensures that clients can conduct business with confidence from day one.

Foreign investors do not need to have a joint venture partner under Japanese law. Some foreign investors nevertheless opt to enter the Japanese market by establishing a new company with a joint venture partner or acquiring shares in an existing Japanese company that a joint venture partner owns. Under either option, we helps clients come up with the best strategy to maximize efficiency, to wield the appropriate amount of authority and control over the joint venture company, and to properly distribute risks and liabilities among the joint venture partners. We also conducts due diligence when the joint venture entity is an existing company to ensure that it will be able to continue its operations in essentially the same manner as before.