1. [Statutory Classification and Business Permissions] of Japan’s “Investment and Utilization Industry” License
Conventional investment and operation industry license
A complete asset management license with no restrictions on customer attributes or asset size。Legally permitted to exercise full investment decision-making power and manage client assets based on an investment contract。
Qualified Investor Special License
The customer base is limited to "qualified investors" (Professional Investors) and the total management scale is ≤ 20 billion yen。The legal threshold has been significantly lowered，And it comes with the privilege of fund private placement sales "as the second financial product trading industry"。
Investment advice and agency industry (IAA)
Only investment advice is provided，Has no independent investment decision-making power and does not touch client funds。This business must deposit a business deposit of 5 million yen in accordance with the applicable system)，And confirm the registration based on the actual business scope、Personnel and ongoing compliance requirements。
Fund filings such as QII must be judged individually
QII and other fund registration systems are applicable to specific investor structures、Collective investment plans on fundraising methods and operating conditions，Not a general license exemption for all fund management activities。manage、Recruitment、Sales and provision of services to Japanese investors should be judged separately。
2. [Impact of current regulatory changes and applications] on Japan’s asset management business
Business licenses may require a combination of
Manage client assets、Offer or sell fund shares、Providing investment advice is a different regulated activity；An activity matrix should be created first，Re-judge the investment application industry、Combination of first/second type financial product trading business or investment assistance/agency business。
Outsourcing of middle and back offices is not a transfer of responsibilities
NAV calculation or compliance related services may be outsourced when eligible，However, the licensee must still explain the scope of outsourcing、Trustees and supervisory arrangements，and retain personnel who can effectively supervise and direct the trustee。
Prior consultation hours vary depending on the case
The Japan Financial Services Agency guide states that prior consultation averages about 3 to 4 months.，But the business structure changes、Insufficient materials or undetermined personnel arrangements will extend the time。
FMEO provides foreign investment access support
Foreign financial institutions can consult the Financial Market Access Office for English support；Officially registered、personnel、Capital and Japanese business locations must still meet applicable laws and competent financial bureau requirements。
3. [Statutory capital requirements and financial standards] for Japanese fund management licenses
| Statutory license type | Business permissions and applicable objects | Legal minimum capital and net worth bottom line |
|---|---|---|
| Conventional investment and application industry | A full asset management license with no restrictions on customer base or scale。 | Both capital and net assets must reach 5,000 Ten thousand yuan。 |
| Regular license (specific exemptions) | Never directly receive/keep client funds，and not entrusted to related parties。 | requirements reduced to 1,000 Ten thousand yuan。 |
| For qualified investors Investment and application industry |
Only services for "qualified investors"，Total assets under management (AUM) must be in 200 Below 100 million yen。 | The capital and net assets bottom lines were relaxed to 1,000 Ten thousand yuan。 |
Interpretation of official review rules：FSA implements "realism" continuous supervision。Capital and net assets are not only application thresholds，It is the bottom line that must be maintained at all times after registration.。Once the actual net assets fall below the legal lower limit，Institutions will immediately face administrative penalties of suspending operations or canceling registration.。When applying, you must provide the final accounting report for the most recent year and the income and expenditure plan for the next three years.。
4. [Corporate governance and fit and proper persons under the FSA (Fit & Proper) standard】
Local content and physical office：The applicant must be a Japanese company，And must have a physically independent business location in Japan (the use of virtual or shared offices is strictly prohibited)。Foreign legal persons must appoint a permanent representative in Japan。
Board structure differences：Regular licenses must establish a board of directors and configure supervisors (or audit committees)。If you apply for "Investment Application Industry for Qualified Investors"，are exempted from establishing a board of directors in accordance with the law，Just retain the supervisors。
Absolute independence in compliance (firewall)：The compliance department must remain completely independent from the asset management and sales departments。Special license allows compliance services to be outsourced to external professional lawyers, etc.，However, there must be personnel within the company who can supervise the outsourced party。
Qualification of senior executives and business personnel：Managers and asset operators must have knowledge commensurate with their responsibilities、Record of experience and integrity，and shall not trigger statutory disqualification。FSA substantive review based on business size and complexity，Official guidelines do not set a unified one-year minimum resume。
5. [Statutory File Review Checklist] submitted to the Finance Bureau and FSA
| File category | Submission details of statutory requirements and interpretation of regulatory key points |
|---|---|
| Basic corporate and senior management due diligence | Articles of Association。Resumes of directors, supervisors and key employees、Resident certificate (foreigners must provide an equivalent affidavit)、No bankruptcy certificate and personal oath。Description of major shareholders (shareholding ≥20%) and specific related parties。 |
| Business operations and financial planning | "Registration Applicant Summary"。The latest financial statements、Net assets calculation and income and expenditure plan for the next three years。Copy of outsourcing business contract (if any)。 |
| Internal Control Manual and Compliance Certification | Business method book (including compliance and risk control procedures)。Description of business execution system (organizational structure and personnel division of labor)。Office floor plan and proof of independence (seating plan)。If you do not join an industry association, you must submit internal business regulations of equal validity.。 |
6. [Statutory Application and FSA Approval Procedures] for Japanese Asset Management License
first stage：Prior consultation and pre-screening (official guidelines say about 3–4 months on average)
Contact your local finance office or FMEO，Submit "Registration Applicant Summary Form"。Confirm business model through interviews、Compliance Structure and Personnel Biographies，Complete regulatory substantive pre-review。
second stage：Submit formal registration and payment
After pre-examination and confirmation，Formally submit complicated legal application documents and pay 15 10,000 yen registration tax exemption。Foreign-funded institutions that meet the requirements can use English throughout the process (FMEO channel)。
The third stage：Legal standards review (legal 2 months)
Entering the statutory review period。The standard processing time for new registrations is 2 months，Change registration to 1 Months (excluding time spent correcting and modifying materials)。
Stage 4：Notification of registration and implementation of association or other dispute resolution arrangements
After passing the review, a registration completion notification will be issued.。Apply to join the Japan Investment Advisory Industry Association in accordance with the law (JIAA) self-regulatory organizations，and access statutory ADR (financial dispute resolution) mechanism。
The fifth stage：Officially open for business after completing business exhibition conditions
Complete various qualification reports and internal compliance implementation，Only after the institution can formally carry out compliance fund-raising and asset management business。
7. [Statutory fees and subsequent cost standards] for Japanese investment and operation licenses
| project | Check caliber |
|---|---|
| Registration license tax | Payable when formally submitting registration application 150,000 Japanese yuanRegistration license tax。 |
| Associations and Dispute Resolution | Applicable complaints and dispute resolution measures must be implemented before business operations。Association eligibility and fees should be checked with the selected association，It is not appropriate to write down the unified legal amount for all investment and utilization industry applicants.。 |
| Scope of application of business margin | 500A business deposit of 10,000 yen is a requirement for investment advice and agency businesses，It should not be included in the statutory fees for applying for investment and utilization only.；If applying in combination，Then check each license separately.。 |
| local support program | Subsidy eligibility、Expense Category、The proportion and upper limit will change with the current plan，70% or 20 million yen should not be regarded as a legal subsidy that all foreign-invested institutions can obtain。 |
8. Hong Kong Huitong's legal agency service for the entire Japanese asset management license case
KK corporate establishment and physical office implementation
Apply for Japan Co., Ltd. (KK) register。Provide legal independent physical office space，Legally matched resident directors and local compliance officers who meet the FSA’s suitability review。
Compilation of core legal documents and internal control procedures
Writing the "Summary Letter for Registration Applicants" and the future 3 annual income and expenditure plan。Preparation includes customer asset segregation、"Business Method Book" and Compliance Manual for Conflict of Interest Prevention and Risk Control Management。
FMEO interview coaching and defense in English
Assist in preparing prior consultation and formal application materials、respond to written questions，and implement association or other complaint and dispute resolution arrangements based on actual business。
9. Questions and Answers on Core Legal Affairs of Japanese Fund Management License (FAQ)
divided into：Investment utilization industry (full authority to manage funds)、Investment advice industry (only providing investment advice，lowest threshold)、First/second type of financial law practice (involving the sale and solicitation of securities or fund shares)。Judgment based on access to funds and decision-making power。
The legal floor for regular license plates is 5,000 Ten thousand yuan。If you apply for "Investment utilization industry for qualified investors (management scale ≤ 20 billion yen)"，The minimum capital and net asset thresholds are relaxed to 1,000 Ten thousand yuan。
Absolutely prohibited。Must establish an actual business office with physical exclusivity in Japan (virtual or shared offices are strictly prohibited)。The corporation must at least have a managing director and a representative in Japan，Office seating plan must be provided for substantive review。
managers、Asset handling personnel and compliance personnel must have knowledge commensurate with their responsibilities、Experience and Integrity Record。FSA by business scope、Scale and personnel division for substantive review，Official guidelines do not set a unified one-year minimum resume。
Conditional permission。The new bill allows outsourcing of services such as legal compliance and NAV valuation to trustees；Foreign capital is even allowed to legally authorize full investment authority to overseas licensed institutions.，Only specialists who can exercise supervisory instructions need to be retained internally.。
A "Business Method Statement" and internal procedures must be submitted、Executive Curriculum Vitae and Bankruptcy-Free Pledge、company final accounts report、Net assets calculation and income and expenditure plan for the next three years，and a breakdown of the structure of specific related persons and major shareholders.。
The Japan Financial Services Agency guide states that prior consultation averages about 3 to 4 months.，But it will vary significantly depending on business complexity and solution changes。The processing time for formal applications is subject to revision.、Impact of personnel review and dispute resolution arrangements，It is not appropriate to write 6 to 12 months as a statutory guarantee。
Foreign investors who meet the conditions can be exempted from the Japanese language requirement。If the overseas affiliated institution already has licensing experience，Available through the Financial Markets Access Office (FMEO)"Submit the application dossier in English throughout the process、Participate in video pre-review and respond to subsequent supervision。
cannot be generalized。This system only applies to investors who meet specific investor structures、Collection methods and operating conditions of collective investment plans；manage、Recruitment、Sales and provision of services to Japanese investors must still be judged separately based on actual activities。
The license has no fixed validity period，No “annual license renewal” system。However, the implementation of "realism" continuous supervision，Net assets must be maintained above the legal minimum limit at all times。After joining an association such as JIAA, you need to pay an annual fee based on your income and accept compliance supervision.。
If the actual net assets fall below the legal requirements、The executive’s disqualifying circumstances (such as criminal conviction or gang involvement)、Violating the regulations on segregation and storage of client funds，or fails to reasonably explain the rationality of the sales fee sharing，are facing immediate severe administrative punishment.。
Some central or local agencies will launch support plans for foreign financial enterprises，But qualifications、Cost range、The ratio and upper limit will change。Please refer to the current official fundraising rules，Subsidies should not be regarded as inevitable funding。
10. Official supervision and application information
| official information | Main purpose | Link |
|---|---|---|
| Business Schemes | Check investment usage、investment advice、Fund raising sales and qualified investor business boundaries | Japan：Financial product trading business types and scope of application (English) |
| Registration Procedure | Check prior consultation、capital、Registration license tax、Personnel and Dispute Resolution Requirements | Japan：Financial instrument trading industry registration procedures (English) |
11. Relevant regulations、Regulatory information and further reading
| Data category | Related information |
|---|---|
| Licensing and regulatory authorities |
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