Zagdim Reader Desk · Japan company closure
Suspending or closing a company in JapanDormancy, dissolution and liquidation
If your Japanese company is to suspend operations or close for good, first be clear whether you are keeping the legal entity or dissolving and liquidating it. The Zagdim Reader Desk first establishes the company’s position, then shortlists suitable Japanese professionals.
Information checked: 29 October 2026
01 · ABOUT
Suspend operations, or close for good?
Dormancy (休業) suspends operations and keeps the legal entity. Closing for good means dissolving the company, settling its assets and debts, and then completing liquidation. In either case, take stock of assets, debts and unfinished transactions before choosing the procedure.
- Keeping the entity keeps the obligationsRegistration, tax, contract and employee obligations do not stop automatically.
- Dissolution does not extinguish debtsCompany assets may not be distributed freely until liquidation is complete.
- Godo kaisha (GK): check separatelyThe Companies Act procedure for clearing dormant companies applies to the kabushiki kaisha (KK, 株式会社).
Company registration, dissolution and related registration documents; jurisdiction follows the location of the head office.
Receives national tax returns and filings; local taxes are handled separately with the local authorities.
Logos belong to the respective bodies and are shown only to identify where a matter is handled. Zagdim is not affiliated with them.
Which position is the company in now?
Closest position:
Suspending operations
- Still requiredRegistration, tax, contract and employee obligations; you cannot simply stop all filings yourself.
- Local taxesThe dormancy notification (休業届出) and any reduction are reviewed by the locality.
- What to prepareThe reason for stopping, assets and liabilities, and the plan to resume.
Next steps
- Tell the Reader Desk where the head office is and how long you expect to stop
Closing for good
- ProcedureRegistration of dissolution, appointment of a liquidator (清算人), a creditor claims period of at least 2 months, then registration of completion of liquidation.
- What to prepareShareholders’ resolution, and lists of claims, debts and contracts.
Next steps
- Have the list of claims and debts ready and tell the Reader Desk
Debts hard to pay
Where debts cannot be paid, for example because net assets are negative, the ordinary voluntary liquidation route cannot simply be used; a lawyer (弁護士, bengoshi) assesses which court procedure applies.
- What to prepareDemands for payment, security, books and litigation papers.
Next steps
- Tell the Reader Desk about the liabilities and whether a dispute has already arisen
Dormant-company notice received
- Applies whenStatutory conditions such as 12 years having passed since a KK’s last registration.
- DeadlineWithin 2 months of the public notice, file the necessary registration or notify that the company is still trading; if nothing is done, the company may be deemed dissolved.
Next steps
- Bring the notice and tell the Reader Desk as soon as possible
Closing a Japan branch
Procedures such as the retirement of all representatives in Japan of a foreign company are separate from the liquidation of a Japanese subsidiary; the creditor objection period is at least 1 month.
Next steps
- Tell the Reader Desk the parent company’s country and the number of representatives in Japan
Sources: Ministry of Justice – “Clearing of dormant companies and dormant general corporations” / Legal Affairs Bureau – examples of registration fees / Registration and Licence Tax Act / Kyoto City – explanation of the dormancy notification. Checked 29 October 2026.
03 · CASES
Whichever applies, what should you watch?
In every caseNotices to creditors, arrangements for employees and tax filings must each be dealt with separately. Reductions and filings for a dormant company are reviewed by the local tax authority; there is no nationwide exemption.
07 · EXPERTS & PROFESSIONALS
Which Japanese professionals are involved?
Depending on the case, different Japanese professionals are involved.
Judicial scrivener
司法書士 · shihō shoshiDissolution, liquidator and completion-of-liquidation registrations.
Certified tax accountant
税理士 · zeirishiTax filings relating to dormancy and liquidation.
Lawyer
弁護士 · bengoshiDebt disputes and court procedures.
MATCHING
How Zagdim shortlists the right professionals
What you need
Zagdim Reader Desk- Clarifying the need
- Matching providers
- Follow-up at key points
The right professionalZagdim Reader Desk
Establishes what you need · shortlists and introduces · follows up
No charge to readersProfessionals in Japan
Professional advice and handling
Quote · contract · payment · receiptTell the Reader Desk where the head office is first
- You tell the Reader DeskHead office location and the company’s position
- The Reader Desk checksWhether a suitable professional can be arranged
- The Reader Desk repliesIf no suitable provider is available, we say so plainly
08 · CONSULTATION
What to have ready before you get in touch
Have the points below ready, then arrange a time by WhatsApp or email.
- Whether you want to suspend operations or close for good
- Type of company and head office location
- Whether there are unpaid amounts, security or disputes
- The current position on employees, leases and bank accounts
The Zagdim Reader Desk handles contact and follow-up.
Send us your details
The more you tell us, the better the Zagdim Reader Desk understands your situation before we speak.Four steps after you get in touch
- Contact the Reader DeskExplain the company’s position and where the head office is.
- A written briefThe Reader Desk prepares it; you confirm it.
- Introduction to a professionalBefore the introduction, the written quote, out-of-pocket costs and conditions for extra charges are confirmed.
- Quote and engagementYou decide whether to engage, and contract and pay directly.
