Company Registration in Japan: GK vs KK, Costs, and Timeline (2025 Guide)

Foreign entrepreneurs can form either a Kabushiki Kaisha (KK) (joint stock company) or a Godo Kaisha (GK) (limited liability company) under the same procedures as Japanese nationals. The main differences lie in business structure, setup costs, governance, and perception. Both allow 100% foreign ownership and have no nationality restriction on founders. (In fact, since 2015 a Japanese address is not required for any director; foreigners without a Japan address can incorporate, though a Foreign Exchange Act notification via the Bank of Japan is needed.)

GK vs KK: Key Differences

Aspect	Kabushiki Kaisha (KK)	Godo Kaisha (GK)
Corporate Form	Traditional joint stock company (like a U.S. corporation). Ownership and management are typically separated (shareholders vs. directors).	Limited liability company-style entity in Japan. Ownership and management are unified: all members ("社員") usually manage the business.
Founders	1 or more shareholders (corporate or individual).	1 or more members (individual or corporate).
Capital	No minimum (¥1 JPY legal); but typical startup capital ≥ ¥1M (often ¥5M+ for visa)	No minimum (¥1 JPY). Simpler capital rules – members' contributions stated in the articles.
Directors/Management	Requires at least one representative director (no residency requirement) to register. Can appoint multiple directors and (if >3 directors) a board and statutory auditor.	No formal "board" or statutory auditor. One (or more) representative member ("代表社員") must be designated.
Governance	Must hold an annual shareholders' meeting to approve accounts; common board structure. Officers (directors/auditors) have fixed terms (renewable) unless exempted.	No legal requirement for annual shareholders' meetings or audits. Members' rights are defined in the articles of incorporation; major decisions often require unanimous member consent.
Investor Perception	Generally seen as more prestigious/trustworthy ("joint stock company"); familiar to investors. Can issue shares and stock options, raise equity capital easily, and (in theory) list on exchanges.	Less well-known form; "limited liability company" structure can deter investors. Cannot issue traditional shares, so equity funding is limited. (No stock-exchange route.) Often chosen by small business owners to save costs.
Audit/Reporting	Small KK (<¥500M capital or <¥2B liabilities) need no external audit, but may have statutory auditors if large or public. If scale triggers it, must appoint a certified auditor or board with auditor. Annual financial statements are prepared and, for large KK, made public.	No requirement to appoint auditors or publicly announce accounts. Annual accounting is still done for taxes, but GK has no statutory audit or disclosure obligations.
Visa Implications	Foreign founders can obtain a business manager visa if criteria are met (initial capital ≥ ¥5M or hiring ≥2 full-time employees). The company types (KK vs. GK) do not by itself affect visa eligibility.	Same visa rules apply. Many foreigners choose KK to appear more established, but a GK is equally valid for applying for a business manager visa if the ¥5M/2-employee criteria are met.

Statutory Setup Costs (KK vs GK)

Typical one-time setup costs for company registration (assuming ~¥1,000,000 capital) are:

• Registration Tax: KK: ¥150,000 (minimum) vs GK: ¥60,000 (minimum). (This is 0.7% of capital, whichever is higher. At mid-2025 rates (≈¥145/USD), ¥150k ≈ $1,035; ¥60k ≈ $415.)
• Notary Fee (Articles): KK: ¥30,000–¥50,000 (for certifying the articles of incorporation at a notary) depending on capital; GK: ¥0 (no notary required). (This registration fee was lowered in 2022: e.g. <¥1M capital → ¥30k.)
• Articles Stamp Duty: ¥40,000 if submitting a paper articles of incorporation; waived if creating them electronically. (Most incorporate via e-Articles to save the stamp fee.)
• Company Seal Kit (inkan): ~¥10,000–¥30,000 (for a corporate seal set). For example, a typical 3-piece kit is ≈¥20,000 (∼$140).
• Documentation Fees: Minor fees (e.g. certified copies ~¥600 each, seal registration certificate ~¥450) are negligible.
• Administrative Scrivener / Legal Fees (Optional): Roughly ¥30,000–¥50,000 (~$200–$350) if you hire a professional service to prepare and file required documents. For example, scrivener services advertise GK formation for ~¥30,000 (7 business days).

Summary (approx.): KK formation typically costs on the order of ¥250,000+ (about $1.8K) in mandatory fees, whereas incorporating a Godo Kaisha is much cheaper, on the order of ¥100,000+ (~$700) (rough numbers, excluding capital itself and optional services).

Incorporation Timeline (KK vs GK)

The registration process involves these key steps and typical durations:

• Plan & Prepare Documents – Decide company name, address, business purpose, capital, etc. Draft the articles of incorporation (often in Japanese) and company seal. (1–3 days.)
• Notary Certification (KK only) – For a KK, take the signed articles to a notary to certify them. This can usually be done same-day or next-day (¥30k–¥50k fee). (1 day + appointment wait.) GK skips this entirely.
• Capital Deposit – Open a temporary bank account in the company's name (Japanese banks now allow foreigners) and deposit the capital (e.g. ¥1,000,000). The bank issues a certificate of deposit. (Same day.)
• Registration Application – File the incorporation documents at the Legal Affairs Bureau (法務局). Include the certificate of deposit, articles of incorporation, representative director info, etc. The registration tax is paid at this time. (1 day to prepare and submit.)
• Processing – The bureau reviews the application. Usually ~3 business days are needed if there are no errors. In practice, allow about 1 week to receive the official Certificate of Incorporation (登記事項証明書).
• Completion – Once company registration is confirmed, the company in Japan legally exists. You will receive a company registry extract and corporate seal registration certificate (for the official seal).

Typical Timelines: A DIY GK incorporation often takes about 2 to 4 weeks total, whereas a KK (with the extra notary step) is about 3 weeks. In peak season it may take longer. Administrative scrivener services can speed things up by handling steps in parallel – some advertise a GK business setup in as little as 7 business days. The government's online one-stop service (法人設立ワンストップ) using My Number card also lets you certify documents and file electronically, potentially reducing delays.

Post-Incorporation Obligations

After company registration, the company must fulfill various administrative duties:

• Tax/Regulatory Notifications: Within 2 months of establishment, submit the "Corporate Establishment Notification" (法人設立届出書) to the local tax office. If the company will pay salaries or director compensation, also file a "Payroll Office Opening Notification" (給与支払事務所等開設届). (Even a one-person company with a salary must file this.) If you will do blue-form accounting, submit a blue return approval form within 3 months.
• Corporate Number: Upon registration, the company in Japan is assigned a 13-digit Corporate Number (法人番号) which serves as its tax ID. This number is reported on the tax forms and used in business filings.
• Taxes: The company must file annual corporate tax and local tax returns. (Fiscal year is typically 12 months from incorporation.) If sales exceed the consumption-tax threshold, you must register for consumption tax when required. All routine accounting and bookkeeping rules apply.
• Social Insurance: All corporations in Japan are required to enroll in Japan's health insurance and pension systems. Even a sole proprietorship company must file a "Health/Pension Enrollment Notification" for the president. (File with the city pension office within 5 days of starting business operations.) When employees are hired, submit labor/pension insurance notifications as needed.
• Corporate Bank Account: After registration, open a corporate bank account to handle business transactions. Japanese banks typically require the registry extract, seal certificate, and ID of the representative.
• Annual Procedures: Maintain proper accounting. A KK must hold at least one shareholders' meeting per year to approve the financial statements. A GK has no statutory requirement for member meetings or published accounts. (GK is exempt from Japan's mandatory "financial statement publication" that applies to joint stock companies.) Any changes (address, directors, capital, etc.) must be registered with the Legal Affairs Bureau in a timely manner (fees apply).

Example Timeline & Costs: GK Case Study

Consider a one-person GK with ¥1,000,000 capital, using an administrative scrivener. The approximate timeline and costs (JPY and USD at ¥145/USD) might be:

Step	Day (cumulative) :	Cost (JPY) :	Cost (USD) :
Engage scrivener, prepare company documents (articles of incorporation, etc.)	0–2	¥29,800 (scrivener fee)	~$205
Deposit capital into bank account (¥1,000,000)	3	¥1,000,000 (capital)	~$6,897
File registration at Legal Affairs Bureau (license tax)	4	¥60,000 (registration tax)	~$414
Obtain company seal set and certificate	5	¥15,450 (¥15,000 seal + ¥450)	~$107
Total	~5	¥1,105,250	~$7,623

In this example, registration completes around Day 5 (receipt of the certificate). In reality, Bureau processing may add a few days. Costs above exclude optional notary (not needed for GK) and assume e-document filing to skip the ¥40k stamp.

FAQs for Foreign Investors

Q: Can I convert a GK to KK later?
Yes. Japanese law allows a reorganization of a GK into a KK by a prescribed procedure: prepare a reorganization plan, obtain unanimous member consent, carry out creditor-notification protections, and then file dissolution of the old GK plus establishment of the new KK. This effectively dissolves the GK and creates a new KK (two registrations required).

Q: Can I be the sole owner if I'm a foreigner?
Yes – Japan imposes no nationality limit. A foreign individual or corporation can own 100% of the shares/membership of either a KK or GK. (Previously one Japanese address was required for a director, but that rule was relaxed in 2015.)

Q: What visa do I need?
To reside and run the company, a business manager visa is needed. The Immigration Service requires the company to have either ¥5 million (≈$34k) in capital or to employ at least 2 full-time locals. Meeting this threshold (or hiring conditions) is essential whether the type of company is a KK or GK.

Q: What is the company's tax ID?
After incorporation the government issues a 13-digit Corporate Number (法人番号) automatically. This is used on all official documents. No separate "tax ID" application is needed; just use the corporate number on filings.

Q: Are audits required?
Small companies generally do not need an external audit. KK must appoint a statutory auditor or accounting auditor only if it is very large or has a board structure. A GK never needs a statutory auditor and is exempt from public disclosure of accounts.

Q: What annual obligations will I face?
You'll submit annual financial statements with your corporation tax return, pay corporate and consumption taxes, and file any required social/ labor insurance forms. KK must hold an annual shareholder meeting (even if just one person) to approve the accounts, whereas a GK has no formal meeting requirement. Annual corporate taxes are filed about two months after year-end. You must also keep good accounting records and pay local business taxes.