1. The introduction background and dual legal supervision system of Japan’s FSA license
Foreign exchange floor supervision established (2005Year)
2005May，Japan’s Financial Services Agency officially agrees to introduce foreign exchange margin trading into the exchange market，Extremely strict qualification requirements for exchange member institutions have been introduced (capital of 300 million yen/net assets of 2 billion yen/capital adequacy ratio of more than 200%)，Laying the foundation for legalization and strict supervision of foreign exchange。
The world’s first digital currency license (2017Year)
2017September 30，FSA officially issued the first batch of digital currency exchange operating licenses to 11 institutions。Japan is the first country in the world，Put digital currency exchanges under a comprehensive regulatory framework，Clarified statutory guidelines for monitoring internal systems and on-site inspections。
Absolute mixed industry supervision
Japan’s financial supervision implements “mixed industry supervision”，The Financial Services Agency, directly under the Cabinet Office, has exclusive control over the banking industry.、Securities industry、Comprehensive supervision of the insurance industry and non-financial institutions，Prevent cross-market systemic risks。
Double check with the Bank of Japan
According to Article 44 of the new Bank of Japan Act，The Bank of Japan has the authority to sign inspection contracts with financial institutions。The head of the FSA has the right to require the Bank of Japan to produce on-site and off-site inspection results and access relevant information，Form a tight dual supervision network。
2. [Extremely high financial and compliance threshold] for Japanese financial instruments business license
Class I financial instrument business (the core)：Extremely high financial bottom line。The institution’s statutory own capital should be 5000 More than 10,000 yuan。Institutions engaged in this business must report regularly，And its capital adequacy ratio (capital to risk ratio) must never be lower than 120%。
Type II and investment advisory business operating deposits：The minimum capital requirement for Category II financial instrument business is 1000 Ten thousand yuan，and must pay 1000 Ten thousand yen operating deposit；Investment consulting services are subject to payment 500 Ten thousand yen operating deposit (can be deposited in the form of bonds as specified by law)。
off court(OTC)Special regulations for derivatives business：Japan’s Financial Services Agency strictly regulates，Forex brokers engaging in on-exchange and off-exchange derivatives trading must always hold principal 4% The above margin deposit，Otherwise, foreign exchange margin business is absolutely not allowed.。
Mandatory personnel regulations for digital currency licenses：In the process of obtaining licenses and future operations，Traders must lease Japanese offices，and employ at least 3 Famous Japanese employees，of which at least 1 Japanese company director，And at least one member of the team has a digital currency or financial background。
System and account requirements：Must open a Japanese bank public account，Have a functioning trading system (Japanese version is not required)，And provide complete enhanced customer due diligence (KYC) information to meet the anti-money laundering bottom line to prevent corruption。
3. [Statutory written application and core review materials] submitted to the Prime Minister of Japan
| Review feature categories | Legal requirements and details of submission materials |
|---|---|
| Contents of statutory written application form | Must be submitted to the Prime Minister。Contains a trade name or name、Legal person capital or total capital contribution、Name of person in charge (Foreign legal entities must clearly designate the representative in charge of the Japanese office)、Employee name、Type of business engaged and address of headquarters and offices。 |
| Core "Guarantee" | A legally binding letter of guarantee must be attached，Prove that the statement is true、Significant matters stated、The business does not violate the public interest，And the personnel structure is sufficient to engage in financial instruments business，Have certain business loss risk management capabilities。 |
| Articles of Association and Paid-in Capital Calculation | Submit documents stating the contents and methods of business in accordance with the Cabinet Office Ordinances、Articles of Association (electronic version must be submitted)、Registration certificate，and a paid-in capital calculation report prepared strictly in compliance with regulations.。 |
| Associations and ADR Measures | Those who have not joined relevant industry associations，Internal rules and enforcement measures that comply with the current rules of the association must be provided。When operations begin，Compliant Complaints and Dispute Resolution (ADR) must be in place。 |
4. Obtain the official approval of the Japanese FSA financial license [detailed panoramic process]
step 1：Japanese corporate establishment and account opening (It takes approx. 1 months)
Prepare the required information for the list，1-2Weekly completion of Japanese company legal person registration。It will then cost 2-3 Zhou opened a corporate account with a Japanese bank，And simultaneously completed the leasing of independent offices in Japan。
step 2：Hiring local executives and prior consultation (It takes approx. 3-4 months)
flower appointment 1 Months to hire qualified Japanese employees and directors。Conduct in-depth advance consultation with the Tokyo Regional Finance Office，Submission contains internal regulations、A coherent business plan for headcount。
step 3：Submit to pre-screening and Finance Bureau review (It takes approx. 1-2 months)
Submit all statutory materials for pre-screening to the FSA (including application form、Letter of guarantee and capital report)。The Finance Bureau will strictly review the documents，Confirm the information provided and check the compliance of personnel and risk control structures。
step 4：Compliance document defense and final approval (It takes approx. 4-5 months)
After passing the preliminary review，A large amount of compliance documentation needs to be prepared，Continuously communicate with the FSA and answer all inquiries。Finally passed and completed registration as FIBO，Pay the corresponding operating deposit in accordance with the law。The total processing time is approximately 7-10 months。
step 5：Commencement of operations and mandatory compliance period
Legal red line：Must be from the date of registration 3 Start operations within months。Failure to provide valid reasons for overdue operation，Registration will be canceled directly。Subsequently, we will enter an extremely stringent monthly and annual review period.。
5. FSA Continuous Compliance Red Lines：fiduciary segregation、Month-end reporting and leverage limits
Trust bank absolute isolation：Mixing of funds is strictly prohibited。Client funds must be held in third-party custody and deposited in a trust bank。Brokers must entrust a trust manager to monitor。If the broker goes bankrupt，The funds are returned directly to investors by the trust bank manager，absolutely safe。
Strict month-end reporting obligations：Category I operators must submit transaction reports to the FSA at the end of each month。Content must cover：own capital ratio、business development status、Separate custody of client funds、market risk、Upper level dealer risk、Transaction risk and liquidity risk。
Establish liability reserves for financial instruments：According to the Cabinet Office Act，Liability reserves must be established proportional to trading volume or derivatives，This reserve must never be diverted for anything other than compensating for trading losses.。
Annual Financial and Explanatory Review：The fiscal year is from April 1 to March 31 of the following year。Accounting reports must be submitted to the Prime Minister within three months of the end of the financial year，and prepare documentation explaining the business and property status，Stored for one year for public inspection at any time。
Leverage Ratio Legal Ceiling：Japan implements extremely cautious leverage policy。2010Limit leverage to 50x，In 2011, after a one-year buffer period, it was announced that it would further reduce to a maximum of 25 times.，Completely ending the era of high leverage and high risk。
6. The unique closed ecology and strict business development restrictions of Japan’s foreign exchange market
Two-way cross-border service ban
FSA strictly prohibits overseas brokers from promoting financial services to Japanese people；At the same time, domestic brokers are explicitly prohibited from providing services to non-citizens.。2016From April，Banks and credit card companies are even prohibited from transferring funds overseas to prevent citizens from participating in overseas transactions.，The market presents a unique closed state。
Minimalist products and independent software
Most brokers only offer 20-30 Commonly used foreign exchange currency pairs，No CFDs offered(CFDs)。also，Compared with the international mainstream MT4/MT5，Japanese investors prefer online trading platforms independently developed by brokers。
Bonuses and "down-to-earth" marketing are strictly prohibited
due to regulatory restrictions，Japanese brokers are absolutely not allowed to use incentive policies such as bonuses。Foods with many marketing methods catering to "Mrs. Watanabe"、Household items as gifts，Or hire popular celebrities to endorse them to replace high-risk inducements。
IB Agent License Requirements
FSA regulations，IB agents must obtain the officially issued "Second Financial Product Trading Qualification" (Second Qualification for Guaranteed Metal) before they can engage in the work of introducing clients.。therefore，Japanese local brokers rarely adopt the traditional unlicensed IB agency model。
7. Statutory Investor Dispute Resolution Center：How FINMAC works
FINMAC Legal Status
2009Securities and Financial Products Mediation and Consultation Center established in (FINMAC) It is a statutory "designated dispute resolution agency"。It imposes unilateral mandatory obligations on financial institutions，To balance substantive fairness and economic efficiency。
Free initial complaint handling
Investors can call、Complain to FINMAC for free by petition or email。Conduct a fact-finding investigation upon receipt of a complaint，If necessary, the organization being sued will be notified and urged to resolve the issue or conduct an interview.，usually in 2 Completed within months。
Formal Mediation Procedure Rules
If you are dissatisfied with the preliminary results, you can apply for formal mediation.。Applicants must submit 3 The above written statement stating the views and attaching proof。The mediator may require both parties or witnesses to attend an interview。
Mediation fees and legal deadlines
The applicant should start from the date of receipt of the notification letter accepting the mediation request. 10 Pay the mediation fee within the day。Dispute Resolution Mediators will strive to obtain 4 Complete the mediation process within months and facilitate the signing of a legal settlement agreement。
8. Japan FSA financial and foreign exchange license in-depth compliance Q&A (FAQ)
The establishment of Japan's FSA license has two extremely core legal historical nodes.。In the field of foreign exchange，May 2005，Japan’s Financial Services Agency officially approves the foreign exchange margin business launched by Tokyo Stock Exchange，For the first time, foreign exchange margin trading was introduced into the exchange market.，Completely established high-standard entry thresholds and standardized framework；In the field of digital assets，September 30, 2017，FSA officially issued operating licenses to the first eleven digital currency license applicants，This marks Japan becoming the first country in the world to establish regulatory regulations for digital currency merchants and clarify their operating guidelines.。Whether it is foreign exchange or digital currency，The FSA has used its iron fist to incorporate core financial industries into an extremely tight "mixed industry supervision" network。
It is fundamentally different from the separate management system implemented in our country.，Japan’s financial supervision implements an absolute “mixed industry supervision” model.。Under this structure，The Financial Services Agency (FSA), which is under the direct jurisdiction of the Japanese Cabinet Office, holds the power of life and death.，Exclusive to the nation's banking industry、Securities industry、The insurance industry and non-financial institutions at all levels will be subject to comprehensive supervision without blind spots.。The FSA leads the Inquisitors、General Affairs Planning Bureau、Core departments such as the Inspection Bureau and Supervision Bureau，Responsible for formulating corporate accounting standards in an all-round way、Set market rules and review market stakeholders。This system ensures the penetration of supervision，Ability to effectively prevent cross-domain systemic financial risks。
Although the statutory function of the Bank of Japan (central bank) is mainly to independently implement monetary policy，It does not bear direct and absolute responsibility for bank supervision in terms of legal provisions.，However, since the formulation of monetary policy cannot be separated from an in-depth understanding of the operating conditions of the financial industry,，Article 44 of the new Bank of Japan Law gives the Bank of Japan extremely high privileges。It has the right to sign highly binding "inspection contracts" with various financial institutions with which it has business dealings，and supervise institutions to manage risks through on-site inspections and off-site inspections。What's more important，At the direct request of the head of the Financial Services Agency，The Bank of Japan must present all inspection results to the Financial Services Agency without reservation，and allowed FSA staff to access highly confidential information.，Both parties frequently exchange information in actual work，A double regulatory dragnet has been formed that leaves violators with nowhere to hide.。
Applying for the most core Class I financial instrument business faces a very high financial moat.。The law clearly stipulates，The legal capital of the applicant organization must not be less than 50 million yen。In the future continuous operation，Institutions must strictly implement capital calculations，Its capital adequacy ratio (i.e. declared capital、The ratio between the total amount of reserves and other funds and the total amount of risks such as possible fluctuations in securities prices) must never be less than 120%。For institutions that conduct foreign exchange margin trading on exchanges，The threshold is even more shockingly high：Capital must be more than 300 million yen，Net worth exceeds 2 billion yen，And the capital adequacy ratio is as high as 200%。
Targeting the high-risk OTC trading ecosystem，The Japan Financial Services Agency has issued highly targeted special regulations，It is mandatory for foreign exchange brokers engaged in on-exchange and off-exchange derivatives transactions to always hold a margin deposit equivalent to more than 4% of the principal.，Any institution that fails to reach this red line must not conduct foreign exchange margin business.。also，For Category II financial instrument business with the second lowest entry threshold，The legal minimum capital requirement is 10 million yen，An additional operating deposit of 10 million yen is required.；For investment consulting services that simply provide advice,，An operating deposit of 5 million yen must also be paid in accordance with the law (the deposit can also be deposited into the system in the form of a compliance bond designated by the FSA administrator)，To build a solid cushion against default。
The FSA will not tolerate any attempt to use offshore shells to circumvent scrutiny。In the process of obtaining a digital currency dealer license and future full life cycle operations，Traders must actually rent a formal office as an office space in Japan.。In terms of personnel structure，Not only is it required to establish a compliant Japanese legal person，It is also mandatory to employ at least three Japanese employees，And there must be at least one employee serving as a legal director of the Japanese company。Even more harsh is，To ensure professionalism in anti-money laundering and risk control，At least one executive on the team must have a strong practical background in digital currency or the formal financial industry。
In terms of financial security，Japan FSA has adopted extremely thorough and unaccommodating third-party physical isolation measures。Whether it is a local broker or an approved foreign-funded institution，are required to transfer all funds deposited by customers to statutory trust banks for independent custody，Any form of mixing with the company's self-operated funds is strictly prohibited。at the same time，The broker must also entrust an independent trust manager with full authority to monitor the account status of the funds around the clock.。The biggest advantage of this trust isolation mechanism is that，Once a broker encounters poor management or even faces bankruptcy and liquidation，Customer funds will be exempted from being included in the bankruptcy estate because they are deposited in the trust bank，Instead, the trust bank will pay the full amount directly through the trust manager.、Safely returned to every investor，Fundamentally block the systemic risk of capital misappropriation。
Once the license is obtained and officially operational，Traders will immediately face the pressure of extremely stringent follow-up maintenance and high-frequency monthly reviews from the Financial Services Agency.。Every Category I financial instrument business operator must submit detailed transaction reports to the authorities at the end of every month.。The content of this report is extremely complex，It must accurately quantify and disclose the current period’s own capital ratio status、Overall business development trends，and the actual separation and custody of client funds in trust banks.。also，The report also mandates traders to assess market risks、Upper level dealer risk、Conduct multi-dimensional in-depth analysis of transaction execution risks and liquidity risks，Any concealment or false reporting will result in extremely severe administrative or even criminal penalties.。
Japanese regulatory agencies have always shown an extremely tough intervention stance in preventing mass speculation and systemic liquidation risks.，Its leverage policy has experienced several cliff-like downward adjustments.。As early as 2010, when the international financial market had not yet implemented large-scale leverage reduction,，Japan’s FSA has already taken decisive action，Mandatory leverage limit of fifty times for foreign exchange margin trading。After a one-year market buffer period，in 2011，FSA takes heavy action again，Announced that the maximum leverage ratio will be halved to 25 times。Later in 2017，The Financial Services Agency even discussed lowering it further to ten times，However, due to strong resistance from local practitioners,，The extreme proposal was ultimately shelved。So far，The maximum legal leverage in the Japanese foreign exchange market is permanently locked at the bottom line of twenty-five times.，Completely ending the era of high-leverage and high-risk mania。
Japan’s financial market presents an extremely closed ecosystem on the global map that is strongly dominated by the government.，Overseas brokers will never be able to operate freely here。The FSA takes an iron-handed approach and strictly prohibits any unlicensed overseas broker from promoting any financial services products to Japanese nationals.，And has long warned its people not to participate in any transactions on overseas platforms.，Because the official cannot provide him with legal protection from overseas disputes。In order to completely cut off the channels for capital outflow，Japan introduced an even more extreme ban in April 2016，All domestic banks and credit card companies are strictly prohibited from transferring funds to overseas unregulated brokers.。relatively，as a reverse constraint，The FSA also expressly prohibits Japanese licensed brokers from providing any financial services to non-citizens.，This creates a closed-loop financial system that is extremely exclusive and convenient for local absolute jurisdiction.。
According to the strict provisions of the Cabinet Office Ordinance，Applicants must make full and thorough disclosures in their written applications to the Prime Minister of Japan.。This includes not only the proposed trade name or legal name of the company、The amount of legal person capital or the total amount of actual capital contribution，The names of all responsible persons must also be listed in detail (with special emphasis on，If it is a foreign legal person，The name of the plenipotentiary responsible for all operations of the Japan office must be clearly designated and disclosed) as well as a list of internal employees。also，The application must also accurately define the specific type of financial business to be engaged in、Legal name and full address of the headquarters，and any other additional business types that may be involved，Ensure that cabinet and supervisory authorities have a complete picture of the applicant。
A simple application form is far from enough to open the door to the Japanese financial market.，Applicants must attach a legally binding system of supporting documents。The most important one is a legal "guarantee"，The applicant must solemnly swear therein that all material matters stated and recorded are absolutely true，and promises that its business operations will never violate any public interests.，Prove that its existing personnel structure is sufficient to support the operation of complex financial instruments business，And have strong business loss risk management capabilities。This is followed by a detailed description of the business content and operating methods prepared in accordance with the Cabinet Office Ordinances.，As well as the notarized articles of association (if in electronic form, an electronic version of the articles of association must be submitted) and registration certification documents，Finally, a detailed detailed calculation sheet of paid-in capital that meets official standards must be attached.。
This is an extremely long process filled with patience and close scrutiny，The total processing time is approximately between seven and ten months。initial preparation stage，Including establishing a Japanese legal entity、Leasing a compliance office and opening a corporate account，Usually takes one to two months；The key step of hiring qualified local Japanese employees will take about another month.。subsequently，Preliminary consultation with the Tokyo Regional Finance Office and communication of a coherent plan will take three to four months.。After the materials are formally submitted and enter the pre-review stage，The Finance Bureau will spend about two months conducting an in-depth verification。After passing the preliminary review，Applicants also need to prepare extremely large compliance documents to respond to the FSA’s constant written inquiries，until final approval is obtained，This sprint defense stage often requires another four to five months of extreme suffering.。
FINMAC stands for Securities and Financial Products Mediation and Consulting Center，It is a "designated dispute resolution institution" established by Japan in accordance with the law in order to strengthen the authority and efficiency of financial dispute resolution.。The center specializes in fair、Neutral legal attitude intervenes in dealing with stocks、Various customer complaints about investment trusts and foreign exchange margin transactions。Once the investor passes the petition、File a complaint for free by phone or email，FINMAC will immediately launch a fact-finding investigation，and impose unilateral mandatory cooperation obligations on the financial institutions being sued.。It has the power to notify and urge the agencies involved to resolve the problem within a time limit，They may even force both parties to negotiate face to face and report the results.，The entire free primary complaint handling process is usually closed within two months with extremely high efficiency.。
Due to the extreme rigor of Japan’s financial regulatory system，Choosing a professional agency with deep resources is the only way to successfully obtain a license。For new customers applying，Ganghuitong provides extremely in-depth copywriting customization services，Covering the basics of incorporation、Office leasing and account opening，More importantly, professional lawyers and accountants jointly issue a complete set of annual audit reports、Anti-money laundering(AML)and strengthen understanding of your customers(KYC)due diligence report、Very practical business plan，and fully authorized to represent clients in a seamless response to all of the FSA’s rigorous inquiries over several months.。For customers who choose to acquire ready-made licenses，Hong Kong Huitong will tap into the deep local network，Select target companies that are absolutely free of debts and violations.，And arrange for top law firms to conduct blanket due diligence(DD)、Drafting M&A Agreements(SPA)And perfectly handle the full set of subsequent tax and registration transfer changes。
9. Hong Kong Huitong’s one-stop Japan FSA license agency and M&A services
Japanese corporate establishment and executive recruitment
Register a legal person company in Japan and implement leasing office for you。Assist with recruitment to meet the stringent FSA requirements、With financial background 3 Famous Japanese employees (including director representatives)，And open public and trust custody accounts。
Full set of compliance document writing and defense
Professionally write business plans that meet the requirements of the Cabinet Office Ordinances、Anti-money laundering(AML)/KYC reporting and internal operating procedures。Fully authorized to submit an application to the FSA on your behalf，and handled multiple rounds of official inquiries that lasted for several months.。
Ready-made licenses M&A and due diligence
Search for compliant subject license companies through local resources。Arrange Japanese lawyers to conduct rigorous due diligence(DD)and audit accounting，Ensure no anti-money laundering or debt taint，Assistance in drafting SPA and completing Registry transfers。
