Digitalization in Commercial & Corporation Registration
The Japanese government encourages more workers to work from home amid the coronavirus pandemic. However, some of them are still forced to commute their offices. One of the reasons for them is that they are required to stamp or seal official printed documents. A Japanese custom of using “seals (“hanko” in Japanese)” on any documents is now criticized under the coronavirus crisis. On March 15, 2021, regulations on the Commercial Registration Act were partially reformed. In detail, the phrase of “if a person (an applicant or an applicant’s representative) who has submitted a seal impression, the electronic certificate to be submitted is to be limited to the electronic certificate for the commercial electronic certificate.” was deleted. This reform will gradually get rid of “hanko” custom and enhance digitalization and remote-working in Japanese business society.
2. Details of reform
(1) In case of online application, submission of a seal impression is not mandatory.
(2) Registration of a seal impression and an application of the electronic certificate for commercial registration is digitalized.
(3) The scope of electronic certificates used for the application of registration or request of a seal impression is expanded.
3. Documents which do not require seals
On January 29, 2021, the Ministry of Justice issued the notice concerning “the treatment of administration of commercial and corporation registration in line with the arrangement of relevant acts incidental to partial amendment of the Companies Act.” According to this notice, in cases where there is no stipulation to seal or attach a certificate of a seal impression, placing a seal on relevant documents is not necessary. For example, seals will no longer be required for documents such as a shareholder’s ledger and a certificate of the amount to be included in the stated capital.
In this News, we mentioned the amended rules for digitalization in commercial and corporation registration.
Please note that this News only introduces general outlines and does not include professional advice. So please make sure not to make any decisions without taking professional advice individually. If you have any questions, please feel free to contact us.
(Reference in Japanese)
Ministry of Justice: http://www.moj.go.jp/MINJI/minji06_00070.html
(Accessed on February 26, 2021)