Who this is for
- You want to acquire a Japanese company to start or expand your business in Japan
- You want to take over the business of a Japanese company without a successor
- You want to sell a Japanese company you own
- You want to close your Japanese subsidiary or branch and exit
Share transfer vs. business transfer
The choice determines which contracts and permits carry over, the risk of inheriting liabilities, and the taxes.
| Point of comparison | Share transfer | Business transfer |
|---|---|---|
| What transfers | The company itself (assets, liabilities, contracts, employees) | Selected assets and contracts |
| Permits | Generally stay with the company | Often need to be obtained again |
| Contracts and employment | Generally continue as they are | Individual consent of counterparties and employees required |
| Off-book liabilities | May be inherited | Easier to limit |
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For acquisitions by foreign investors, some industries require prior notification under FEFTA. Even when you join management through an acquisition, visa requirements are reviewed separately.
What we do
Acquisitions (buy-side)
We clarify your goals and terms, and support you through deal sourcing, valuation, negotiation, the letter of intent, the definitive agreement and closing. We also prepare materials that address sellers' concerns about employees, the company name and business partners.
Due diligence (pre-acquisition review)
Professionals in each field examine finance, tax, legal, labor, permits, real estate, and IT and personal data. We focus on off-book liabilities, unpaid overtime, social insurance non-enrollment, nominee shares and transactions with the owner personally.
Sales (sell-side)
We support foreign owners who want to sell their Japanese company, and Japanese owners who want to sell to a foreign buyer. We handle everything from pre-sale preparation to valuation, finding buyers, negotiation, the contract, and tax estimates and filings.
Post-merger integration (PMI)
We support the 100-day plan after acquisition, director change registrations and permit change notifications, unifying accounting and head-office reporting, HR systems, and communication with financial institutions and business partners.
Exit and liquidation
Resolution and registration of dissolution, public notice in the Official Gazette and notice to creditors, disposal of assets and payment of debts, and registration of completion of liquidation. We also support tax filings, closing social insurance, employee departures, the impact on visas, and remittance of remaining assets, end to end.
Why TIMOA
- 01
From pre-acquisition review to FEFTA, visas, permits, registrations and post-acquisition operations, the same team handles it all.
- 02
We conduct negotiations and explain documents in Japanese, Chinese and English.
- 03
When you exit, tax, labor, visas and remittance also move forward through one point of contact.
Fees
Fees are quoted once we understand the nature and scope of your engagement. Please contact us first.
Ask about feesFrequently asked questions
Can foreigners acquire Japanese companies?
Yes. Some industries require prior notification under FEFTA, in which case the deal is executed after the review result is received.
If I buy a company, will I get a Business Manager visa?
Even when you join management through an acquisition, visa requirements are reviewed separately. Before negotiating, we check whether the target company's size and business meet the requirements.
Can permits be carried over?
In a share transfer, permits generally stay with the company. However, director change notifications are required, and the new directors must not fall under any disqualifying grounds. In a business transfer, many permits must be obtained again.
How long does it take to close a Japanese company?
Public notice in the Official Gazette alone takes at least two months, so it takes several months at minimum. Including asset disposal and tax, around six months is typical.