During the preparation of the Teikan, we also prepared the documentation to show we had the capital (the paid-in capital) to start our business. This was the Certificate of payment (払込証明書 – harai-komi-shoumeisho).
NOTE: The Certificate of payment should be prepared within 2 weeks prior to submission to the Legal Affairs Bureau (法務局 – houmu-kyoku). Note also that the submission date of the documents to the Legal Affairs Bureau is the date of establishment of the company.
The steps we took to prepare the document:
One bank account
Agree on a single personal bank account for all the co-founders/investors to transfer their portion of the capital into. My personal bank account was selected.
Setting up a new bank account was not required at this stage.
Proof of paid-in capital amount payment transfer
Each co-founder/investor transferred their portion of the capital into my bank account. The co-founder/investors name and amount transferred was need on my bankbook （通帳 – tsuuchou) as proof of the paid-in capital. As the owner of the bank account, I had to transfer my portion of the paid-in capital into my account, either by taking out the amount and transferring it back in, or transferring the amount from another bank account I owned.
Diagram 1. Bankbook record of bank transfers
NOTE: the bank transfer dates recorded on the bankbook has to be made within 2 weeks prior to submission to the Legal Affairs Bureau.
Make copy of bankbook
Next was to photocopy the bankbook. What was needed:
– Copy of the front of the bankbook
– Copy of the first two pages of the bankbook
– Copy of the pages with the paid-in capital bank transfer records.
On the photocopy of the paid-in capital transfer records, the bank transfers from each co-founder/investor was highlighted by underlining the transaction (see Diagram 1.). Also we confirmed the total amount added up to 100% of the paid-in capital.
Certificate of payment booklet
From the Administrative Procedure Specialist service, we were given a cover sheet for the booklet. The cover sheet included the following details:
– the total amount of company shares
– the total amount of paid-in capital (in JPY)
– the amount per share (in JPY)
– date to take to the Legal Affairs Bureau (the date of incorporation)
– company address
– company name
– company president’s name
With this cover sheet and the copies made in step 3, all the pages were stapled in 2 places, creating the booklet.
Inkan stamping with the President’s Inkan
The President’s Inkan was needed on the cover sheet and inside the booklet. On the cover sheet, the Inkan was needed after the president’s name, and a Marginal Seal (捨て印 – sute-in) at the top of the sheet.
A Bridging seal (割印 – wari-in) was needed between all the 2 open pages inside the booklet.
Yip, that was a lot of work. But with this done, and all the documents prepared from previous posts, the next step is submitting to the Legal Affairs Bureau. This is the big day, the day the company will be incorporated!!!
For professional advice, please consult a Licensed Tax Accountant (税理士 – zeirishi) 🙂