Corporate registry record | NEEDS Property Research

When you research a Japanese property, the corporate registry record (会社登記簿, kaisha tōkibo) is one of the documents you will encounter. It is often confused with the land registry, but it answers a different question. The corporate registry tells you what a firm is on paper: its formal name, its registered office, its directors, and its stated purpose. It does not tell you whether the firm is still trading, whether it is solvent, or whether its directors are actually in control. The guide below explains what the record contains, how to read it, and why it is only one layer in Japanese property due diligence.

What a corporate registry record is

A corporate registry record is the official file kept by the Legal Affairs Bureau (法務局) for each registered entity. In Japanese real estate, the corporate registry is the counterpart to the land register (登記簿). The land register describes the parcel; the corporate register describes the entity that owns it. When you research a property owned by a kabushiki gaisha (株式会社), a godo gaisha (合同会社), or another corporate body, the corporate registry is the primary source for confirming that the body exists, who represents it, and whether it is currently in the process of dissolution or liquidation.

The Japanese term is 登記簿 (tōkibo) for the land register. The corporate equivalent is 会社登記簿 (kaisha tōkibo) or 商業登記 (commercial registration). The official record is held at the Legal Affairs Bureau (法務局) that has jurisdiction over the entity’s registered head office. There is no single national corporate database that a private user can query for every entity in one screen. The registry is fragmented by jurisdiction, and records are maintained separately from cadastral and building records.

What the corporate registry record contains

A corporate registry record (商業登記, shōgyō tōki) is the official public record of an entity’s legal existence and its registered particulars. The Legal Affairs Bureau (法務局) maintains it. You rely on it when you need to confirm the legal name, the registered office, the directors, and the corporate purpose of a Japanese body before you sign a property-related agreement or trace an ownership chain.

The record is not a single page. It is a set of sections, each covering a different legal fact. The main components are:

Company name (商号, shōgō)
Registered head office location (本店所在地, honten shozaichi)
Corporate purpose (目的, mokuteki)
Capital and share information (資本金, 発行済株式)
Directors and officers (役員, yakuin)
Representative director (代表取締役)
Date of incorporation (設立年月日)
History of changes (履歴事項)

The register is maintained by the Legal Affairs Bureau (法務局) that has jurisdiction over the entity’s registered head office. It is part of the same 登記 (registration) system that records land and buildings, but it is a separate record from the land register.

What the record actually shows

A corporate registry record is an official extract of the commercial register (商業登記) kept by the Legal Affairs Bureau (法務局). It shows the legal facts about a body as they exist on the register at the time of the extract. It does not show whether the body is operating, whether it is solvent, or whether its current directors are still in post.

The record is divided into sections. The main sections you will encounter in a Japanese company register (会社登記簿) are:

Company name and trade name (商号)
Registered head office location (本店所在地)
Purpose of the company (目的)
Capital and total number of authorised shares
Directors and representative directors
Corporate auditors if appointed
Date of incorporation
Registered office changes
Business purpose changes
Share transfer restrictions, if any
Mortgages or pledges over the entity’s assets
Other registered matters such as liquidations or reorganisations

The register is kept at the Legal Affairs Bureau (法務局) that has jurisdiction over the entity’s registered head office. The same bureau system that records land (不動産登記) also records corporate matters (会社登記), but the two registers are separate. A body may have its property registered in one bureau and its corporate record in another if the head office and the land are in different jurisdictions.

What the registry actually contains in detail

The corporate registry is not a business report. It is a record of facts that have been filed with the Legal Affairs Bureau (法務局) and accepted. Those facts are organised into sections. For a stock company (株式会社), the register typically shows:

Company name (商号)
Head office location (本店所在地)
Date of incorporation
Purpose of the company (目的)
Capital and total number of authorised shares (発行可能株式総数)
Directors and representative director (取締役, 代表取締役)
Corporate auditors if appointed (監査役)
Accounting participations (会計参与) if any
Branch offices if registered
Changes of officers, registered office, and capital
Pending registration items (登記済み)

The registry is maintained by the Legal Affairs Bureau (法務局) for each jurisdiction. Since 2000, the Commercial Registration Act (商業登記法) has allowed electronic filing. Most company records are accessible through the Legal Affairs Bureau’s online registration information service. The fee for a single corporate registration certificate (登記事項証明書) is set by the Ministry of Justice. The current fee is published on the Legal Affairs Bureau website; it is not fixed in the Civil Code.

A corporate registry record (登記事項証明書) is a certificate of registered matters, not a certificate of good standing. It shows what was filed with the Legal Affairs Bureau, not whether the body is operating, profitable, or solvent. The Japanese registry does not require annual filings of financial statements for most kabushiki kaisha. The absence of a filing is not proof that a body has ceased operations. The presence of a current registration does not prove that the body is actively trading.

The record contains:

Company name (商号) and corporate number (会社法人等番号), which is assigned by the Legal Affairs Bureau. This is different from the 法人番号 (corporate number) issued by the National Tax Agency under the Corporate Number Act.
Registered head office address (本店所在地). This is the address on the register; it may differ from the actual place of business.
Date of incorporation and, if applicable, the date of any merger, split, or transfer.
Capital stock (資本金) and total number of authorised shares, as recorded in the articles of incorporation.
Directors and representative director (取締役, 代表取締役), auditor (監監査役), and their terms.
Corporate purpose (目的), which is typically written broadly to cover future business changes.
History of amendments to the articles of incorporation and registration of changes.
Status entries, including liquidation (清算) or a disposition by the court.

Why the registry does not equal operating status

A corporate registry record is a snapshot of legal facts filed with the Legal Affairs Bureau (法務局), not an indicator that the body is trading, solvent, or compliant. A body can have a clean registry record and be dormant, bankrupt, or dissolved. The registry shows the legal name, the registered head office, the identity of its officers, its stated corporate purpose, and the history of changes filed. It does not show financial statements, tax arrears, litigation, or whether the body has any assets.

Under the Companies Act (会社法), a body must file changes with the registry within two weeks of the relevant event. A stale record can be a red flag. An up-to-date record does not confirm that the body is operating or solvent. For a current financial view, order a corporate credit report from a licensed credit bureau or obtain the body’s own filed financial statements from the Legal Affairs Bureau.

How to obtain a corporate registry record

Corporate registry records in Japan are issued by the Legal Affairs Bureau (法務局, Hōmukyoku). You can request a certificate of registered matters (登記事項証明書, tōki jikō shōmeisho) at the counter, by postal application, or through the online service on the Legal Affairs Bureau’s official website. The online system requires a compatible IC card reader for individual users. A simpler alternative is to use the dedicated terminals at the bureau itself. A certified copy of the current registered matters is the document most lenders, landlords, and counterparties ask for.

The record is not a single document. The corporate registry is a set of registration records (登記記録) maintained by the Legal Affairs Bureau that has jurisdiction over the entity’s registered office. The record is divided into sections: company identity, capital and shares, officers, and changes. Each section shows the current registered state plus the history of amendments that have been filed. A certified copy of the current record is called a 登記事項証明書 (tōki jikō shōmeisho), literally a “certificate of registered matters.” The older paper version, called 登記簿謄本 (tōkibo tōhon), is still referenced in Japanese legal writing. The modern certified copy serves the same evidentiary role.

How to read the record alongside other due diligence

The corporate registry answers one narrow question: who owns the entity on paper, and what is its legal form? It does not answer whether the entity owns the land, whether the land is encumbered, or whether the entity’s representative has authority to sell. For property due diligence, you need at least three records together:

The corporate registry to confirm the seller’s legal name, head office, and representative director.
The land register (土地登記簿) to confirm the owner’s name matches the corporate registry exactly.
The building register (建物登記簿) if a structure exists on the parcel.

A mismatch between the land register and the corporate register is a common problem. The land register may still show a former company name, or the representative director listed on the land register may have retired. Before you proceed, reconcile the two records. Ask the seller to file a change of name or representative with the Legal Affairs Bureau if the corporate register has been updated but the land register has not.

What the record cannot tell you

The corporate registry cannot confirm solvency, trading status, or beneficial ownership. A kabushiki gaisha may be wholly owned by another entity registered elsewhere. That parent may be registered in a different jurisdiction, or it may be a foreign corporation with no Japanese registry entry at all. The corporate registry will not show that relationship unless the parent has registered as a shareholder, which is not required for most private companies.

The record also cannot confirm that the representative director is still in post. A director may have resigned but the change may not yet be filed. The two-week filing window under the Companies Act is a deadline, not a guarantee. Delays are common, especially for smaller entities.

Finally, the corporate registry does not show whether the entity has the corporate capacity to enter into a specific transaction. The stated corporate purpose (目的) is typically broad. A property sale will almost always fall within it. But if the purpose is unusually narrow, or if the transaction involves a guarantee or a pledge that is outside the stated objects, you may need a legal opinion.

Practical checklist before you rely on a corporate registry record

Before you accept a corporate registry record as part of property due diligence, work through this list:

Check the issuance date. A record older than three months may be stale.
Confirm the entity’s legal name matches the name on the land register and the sale agreement.
Confirm the registered head office matches the address on the sale agreement. A mismatch may indicate a recent move that has not been updated on the land register.
Check the representative director’s name and title. The person signing the agreement must match the registry.
Look for status entries. Words like 清算 (liquidation) or 特別清算 (special liquidation) mean the entity is winding up.
Check the history section for recent changes of control. A recent change of representative director, combined with a property sale, may require further inquiry.
If the entity is a godo gaisha (合同会社), confirm that the executing member has authority. The registry will list the members who can bind the entity.
If the property is owned by a foreign entity, confirm that a Japanese branch or representative is registered. A foreign entity that owns Japanese real estate must register a representative in Japan under the Civil Code.

A corporate registry record is essential, but it is not a substitute for a credit report, a tax payment certificate, or a physical inspection of the property. Use it as one input among several. When the record is clean, current, and consistent with the land register, you have cleared one of the first hurdles in Japanese property due diligence.