Japanese Law No.1 General Incorporated Association

The law of General Incorporated Association and Foundation（hereinafter the “New Law” ）is slated to come into effect in December 1, 2008. The General Incorporated Association (hereinafter the “GIA”) has attracted Japanese Lawyer’s attention as second vehicle for setting up business because of the simplicity, inexpensive and flexibility.

The GIA is different from the “Kabushiki-Kaisha”(hereinafter the “K.K.”) in the following respect.

1. The GIA is not allowed to aims for the distribution of dividend or residual property.
2. As a result, the provision of the Articles of Incorporation which entitles the member or incorporator of the GIA to receive dividend or residual property is not effective.There are no provisions of capital and member’s equity in this New Law in the first place. But, instead, the GIA can pay remuneration for directors like the K.K.
3. Moreover, there is no restriction on the nature of business: The GIA can do not only commercial activity but also unprofitable activities and public-interest activities unlike in the case of the K.K.

The New Law was enacted as part of the“Public-Interest Corporation Reform" to dissociate the incorporation of the GIA from the authorization of "Public Interest Incorporated Assotiations" (hereinafter the "PIIA"), and allow the association in question to acquire a legal status as a corporation only under the New Law by registration in the Legal Affairs Bureau(General Incorporation).

If the GIA in question want above authorization, the GIA will be able to apply for the authorization any time after incorporation, to be granted it under certain condition and to become the PIIA. 〔Act on Authorization of Public Interest Incorporated Associations and Public Interest Incorporated Foundations(Act No.49 of 2006 )〕 This will grant the GIA certain tax benefits.

But Any GIA may not merge or consolidate with any K.K. Any GIA may not convert to any K.K. and vice versa. It is still now thought that they differ fundermentally in structure in Japan.

Extra edition No.1 The Migration of the wildebeest and zebra in Masai Mara

I have been to Masai Mara Reserve in Kenya on vacation in September with my husband to watch the large herds of Wildebeest and Zebra which migrate from Tanzania's Serengeti National Park to this Masai Mara Reserve and cross the Mara River.

We’ve stayed at “Mara Serena Lodge”. Its accommodation charges are relatively low and it provide easy access to Savanna, and on top of that it has a great view. But I was a little uncomfortable because of the fairly-tale small room.

We were impressed with the dynamic scene that a large number of wildebeests swinging their shiny mane and tail were moving as if they blended in with earth. They seemed to be circulating around the body called Savanna like the blood and lymph. I think this travelling actually improves the valuable savanna metabolism.

The herds of zebras which scare easily were going back and forth on the bank of Mara River. That was a short drama. They were stuck at the edge of the water, after a while, turned back to safe ground. They just browsed there to calm their restless. We thought their migration was finished. But in the next moment, one of them started running toward the river. But…. We just a bit identified ourselves with them.
They build up the psychological energy while coming and going, and finally little something trigger them crossing the river. That should be great spectacle. No wonder, speaking of migration, it bring “Crossing Mara River” to mind.

Recently, during the migration, there are many regulations in Masai Mara Reserve. The Rangers step up patrols. Our guide has paid a fine of 2000KES before for off-roading. The following is a part of a Park Rules which we received from the conservation activities.

1. No off-roading in the river zone. From Mara Bridge to Oloololo Gate is a graded road that runs closely to the river. Under no circumstance must you off-road between this road and the river.



2. Keep to graded roads and cut tracks. Outside of the River Zone you are not allowed to off-road in the Mara Triangle unless you have a confirmed sighting of one of the Big Five. Only in this instance can you leave the road or track at the nearest point to the sighting, and then approach no more than 25 metres (five vehicle lengths) to the animals. Always return to the track by the way that you came.

Japanese Trust Law No.1 Welfare-oriented Trust

On September 30 last year the Japanese New Trust Law has become effective, and also this fall(9/30), the part of the law, “self-declaration of trust” which had been postponed for a year, has come into effect.
In Japan there are great hopes that the trust spread among people as “The Welfare-oriented Trust” that means the management of property for elderly adult, impaired person and physically challenged.
I understand that the declaration of trust is widely used as the Living Trust among US citizen mainly for avoiding probate and that the trusts also provide the other important advantages which the Restatement mentions.
But In Japan there isn’t the probate procedures; there is nothing beyond the closed-door verification procedure of written will, called “Kennin”, which is independent of the validity of the will in question. It doesn’t take so much time and money.
In order to take advantage of the trust, above advantages are reviewed and examined in consideration for the present social conditions in Japan.