Registration / Abolishment of Corporate Seal

A Corporate Seal (Kaisya Jitsuin) is almost always necessary when applying for registration. More than that, the corporate seal is often stamped on important documents such as minutes of general meeting of shareholders, contracts, etc..
If it is misused by third persons, some serious problems may occur such as the corporate registry would be re-registered or a contract would be signed without the company’s acknowledgement. In fact, there have been many cases where an employee or one of representative’s family has taken the corporate seal without permission and affixed it to a contract, resulting in a dispute between the contracting party, who claims that the contract is valid and the representative director, who claims that the contract is invalid.

Registration of Company Seal

Almost all companies in Japan register their corporate seal, and receive a corporate seal card (inkan-card) at the same time they apply for incorporation.

Documents required for seal registration

Seal registration form
Application form for the issuance of a corporate seal card
Corporate Seal to be registered (please refer to the rules below)
Certificate of private registered seal (Kojin- Inkan-Shomeisyo)
Notarized signature certificate only if you do not have 4 above

Rules for a Corporate Seal to be registered

The following rules must be observed to register as a corporate seal.
1. A seal that does not fit into a square with a side length of 1 cm or a square with a side length of 3 cm is not acceptable.
2. Must be suitable for collation. (e.g., Missing impressions or impressions with crushed ink are unacceptable)

How to use a Corporate Seal Card

go to the nearest Legal Affairs Bureau
Insert the card into the machine.
Enter the date of birth of the registered representative.
Take the number slip and purchase a revenue stamp at the counter.
Receive the certificate when your number is called.

If you lose your Corporate Seal

If you happen to lose your corporate seal, you need to purchase a new one and report the abolition of the seal as soon as possible. In this case, you will need the signature certificate and other documents as mentioned above.
Please note that the notification of abolishment of the seal must be made by the Representative Director currently recorded on the corporate registry.

Therefore, if, for example, you are acquiring a Japanese subsidiary, please always remember to receive the corporate seal along with the bank seal and other documents.
If it is lost (which can happen in the case of buying a dormant company) ), it is highly recommended to contact the representative director recorded on the corporate registry to obtain a certificate of private seal registry (or a signature certificate if he/she does not have one).

MK@ 10/28/2022