Filings After Incorporation in Japan: Checklist and Deadlines

The main filings after incorporation are the notification of incorporation (法人設立届出書) to the tax office (within two months of incorporation), the application for approval of blue-form tax returns, and the notification of establishment of a salary payment office (within one month of opening). If you pay directors’ remuneration or salaries, you also need to file a new application notification with the pension office (within five days). Once you hire employees, labor insurance and employment insurance procedures are added.

Filings after incorporation: authorities and deadlines

Once incorporation registration is complete, work through the following filings in order. The shortest deadlines apply to social insurance and labor insurance procedures.

For the incorporation process itself, see how foreign nationals and foreign companies set up a company in Japan.

Filings with the tax office

Notification of incorporation (within two months)

After establishing a domestic corporation, submit a notification of incorporation to the head of the tax office with jurisdiction over the place of tax payment within two months of the date of incorporation (the date of incorporation registration). Attach a copy of the articles of incorporation (定款) and other documents. You can file through e-Tax or on paper.

If the company has capital of 10 million yen or more and qualifies as a newly established corporation for consumption tax purposes, stating this on the notification of incorporation means no separate consumption tax filing is required.

Application for approval of blue-form returns

Approval for blue-form (青色申告) tax returns gives access to tax benefits such as the carryforward of losses. Because companies often run at a loss just after incorporation, many apply from the first period.

To file blue-form returns from the first period, submit the application by the day before the earlier of the date three months after incorporation and the last day of the first business year. For example, for a company incorporated on 1 April with a March year-end, the deadline is 30 June.

If you miss this deadline, the first period will not be a blue-form period. Filing it together with the notification of incorporation is the safe approach.

Notification of establishment of a salary payment office (within one month)

A company that pays directors’ remuneration or salaries becomes a withholding agent for income tax. It must notify the head of the tax office with jurisdiction over its location within one month of opening the salary payment office. This applies even to a company with only directors, if it pays them remuneration.

As a withholding agent, the company deducts income tax from monthly salaries and pays it over, and carries out the year-end adjustment at the end of the year. Collect the application for exemption for dependents (扶養控除等申告書) from employees.

Special payment deadline for withholding income tax

Withheld income tax is in principle due by the 10th of the month after the month in which salaries are paid. A company that regularly pays salaries to fewer than ten people can, with the approval of the head of the tax office, pay twice a year.

• Amounts paid from January to June: by 10 July
• Amounts paid from July to December: by 20 January of the following year

If no notice of approval or rejection is received by the end of the month following the month in which the application is filed, approval is deemed to have been granted. The special rule covers salaries, retirement allowances and certain fees paid to professionals such as certified tax accountants. If headcount regularly reaches ten or more, you must file a notification that you no longer meet the requirement.

Consumption tax and invoice filings

A company with capital of less than 10 million yen is in principle exempt from consumption tax at first. However, if customers ask for qualified invoices, decide whether to elect taxable status and register. To register from the first year, the procedure must be completed by the last day of that taxable period. For details, see the Qualified Invoice System and foreign companies.

Other filings made as needed

• Application for an extension of the filing deadline (for example, where the articles of incorporation provide for the post-year-end shareholders’ meeting to be held more than two months after the end of the business year)
• Notifications of the valuation method for inventory and the depreciation method for depreciable assets (if choosing methods other than the statutory ones)

Filings with the prefecture and municipality

For corporate inhabitant tax and corporate enterprise tax, a notification of incorporation must also be filed with local governments. Deadlines, forms and attachments are set by each local government.

In Tokyo, file with the competent metropolitan tax office within 15 days of incorporation (commencement of business), attaching a copy of the articles of incorporation and other documents. A corporation within Tokyo’s 23 wards needs to file only with the metropolitan tax office; in the Tama area cities, towns and villages, file with both the metropolitan tax office and the city, town or village office.

Whether attachments such as a certificate of registered matters are required for local tax filings varies by local government and may be revised. Before filing, check each local government’s latest completion guide or instructions.

Filings with the pension office (social insurance)

A corporation is a covered workplace for health insurance and employees’ pension insurance even if its only member is a president receiving directors’ remuneration. Within five days of becoming a covered workplace, submit a new application notification to the competent pension office or administration center.

Submit the new application notification together with the notification of acquisition of insured status. A corporation attaches a certified copy of its corporate register (certificate of registered matters) and other documents. Attachment details can change, so check the latest guidance from the Japan Pension Service. If all directors are unpaid, there is no insured person and the company cannot be covered.

For details such as coverage requirements for part-time workers, see social insurance and labor insurance obligations for employers.

Filings with the Labor Standards Inspection Office and Hello Work (labor insurance)

Once you hire even one worker, labor insurance (workers’ accident compensation insurance and employment insurance) procedures are in principle required. A company with only directors usually does not need them. In most industries, proceed in the following order.

1. Submit the notification of establishment of insurance relationship to the Labor Standards Inspection Office (within ten days from the day after establishment)
2. Submit the estimated premium return and pay the estimated premium (within 50 days of establishment)
3. Submit the notification of establishment of an employment insurance covered workplace to Hello Work (within ten days from the day after establishment)
4. Submit the notification of acquisition of insured status for employees covered by employment insurance (by the 10th of the following month)

The usual sequence is to have the establishment notification accepted by the Labor Standards Inspection Office first, then attach its copy to the establishment notification filed with Hello Work. Some industries, such as construction and agriculture, forestry and fisheries, handle workers’ accident compensation insurance and employment insurance separately.

How to handle filings together

Notifications of incorporation to the tax office and local governments can be filed through e-Tax and eLTAX, the electronic filing system for local taxes. Using the One-Stop Corporate Establishment Service on Mynaportal, you can also submit national and local tax incorporation notifications and other filings at once. Whichever method you use, keep a record of what you filed and of its receipt.

When filing on paper, the usual practice is to prepare two copies, one to submit and one to keep, and have the retained copy stamped as received. When filing by post, enclose a return envelope. For social insurance and labor insurance filings with short deadlines, work backwards to set filing dates as soon as the start of directors’ remuneration or the first hiring date is fixed.

Points foreign owners often overlook

• Blue-form deadline: the deadline falls in the busy period just after incorporation. Filing it with your first notifications is the reliable approach.
• Directors’ remuneration and social insurance: even a company with only directors must enroll in social insurance if it pays remuneration.
• Local tax notifications: notifications to the prefecture and municipality are required in addition to the tax office. Their deadlines can be shorter than the tax office’s.
• Foreign Exchange and Foreign Trade Act procedures: a company in which foreign investors invest may need to file a post-investment report or prior notification under the Foreign Exchange and Foreign Trade Act (外為法, FEFTA). Treatment differs by industry, so check before the investment is made.
• Copies of filings: you may be asked for copies of filings when opening a bank account or in status of residence procedures. Keep receipt-stamped copies and e-Tax acknowledgments of receipt.

How TIMOA can help

Post-incorporation filings are split among the tax office, local governments, the pension office, the Labor Standards Inspection Office and Hello Work, with deadlines ranging from five days to several months. It is important to decide the order of filings before incorporation, taking into account plans for directors’ remuneration and hiring.

Working with partner certified tax accountants and labor and social security attorneys, TIMOA provides end-to-end support from post-incorporation filings to monthly withholding tax and social insurance procedures. For details, see our Accounting, Tax & HR support.