Act on Public Consultants on Social and Labour Insurance

Labor and social security attorneys may establish a labor and social security attorney corporation (meaning a corporation established by labor and social security attorneys for the purpose of carrying out the business listed in Article 2, paragraph (1), items (i) through (i)-3, item (ii) and item (iii); the same applies hereinafter) as provided in this Chapter.

A labor and social security attorney corporation must use the words "labor and social security attorney corporation" in its name.

A member of a labor and social security attorney corporation must be a labor and social security attorney.

The following persons may not become members:

a person who has been subject to a disposition of suspension of business as a labor and social security attorney under Article 25-2 or Article 25-3 and for whom the period of that suspension of business has not elapsed;

in the case where a labor and social security attorney corporation has been ordered to dissolve or to suspend business under Article 25-24, paragraph (1), a person who was a member of that labor and social security attorney corporation within 30 days on or before the date of that disposition, and for whom three years (in the case where suspension of business was ordered, the period of that suspension of business) have not elapsed from the date of that disposition.

In addition to carrying out the business listed in Article 2, paragraph (1), items (i) through (i)-3, item (ii) and item (iii), a labor and social security attorney corporation may carry out the following business as provided by its articles of incorporation:

all or part of the business specified by Order of the Ministry of Health, Labour and Welfare as being equivalent to the business prescribed in Article 2;

dispute resolution procedure representation business.

Dispute resolution procedure representation business may be conducted only by a labor and social security attorney corporation that has a specified labor and social security attorney among its members.

In addition to what is prescribed in paragraph (1) of the preceding Article, a labor and social security attorney corporation may accept entrustment of affairs that a labor and social security attorney may handle under Article 2-2, paragraph (1), to be performed by a labor and social security attorney who is a member or employee of that labor and social security attorney corporation (hereinafter in this Article and Article 25-24, paragraph (4) referred to as a "member, etc."). In this case, the labor and social security attorney corporation must have the entrusting party appoint an assistant from among the members, etc. of that labor and social security attorney corporation.

A labor and social security attorney corporation must complete registration, as specified by Cabinet Order.

Matters that must be registered pursuant to the preceding paragraph may not be asserted against a third party until after registration.

To establish a labor and social security attorney corporation, the labor and social security attorneys who are to become its members must draw up articles of incorporation.

The provisions of Article 30, paragraph (1) of the Companies Act (Act No. 86 of 2005) apply mutatis mutandis to the articles of incorporation of a labor and social security attorney corporation.

The articles of incorporation must state at least the following particulars:

purpose;

name;

the location of the office;

names and addresses of members;

matters concerning contributions by members;

matters concerning the execution of business.

A labor and social security attorney corporation is formed upon registration of its establishment at the location of its principal office.

When a labor and social security attorney corporation has been formed, it must, within two weeks from the date of formation, notify the Federation to that effect, via the labor and social security attorney's association established in the area of the prefecture in which its principal office is located (hereinafter referred to as the "labor and social security attorney's association for the location of the principal office"), attaching a certificate of registered information and a copy of the articles of incorporation.

The Federation must, as specified by Order of the Ministry of Health, Labour and Welfare, prepare a roll of labor and social security attorney corporations and submit it to the Minister of Health, Labour and Welfare.

Except where otherwise provided in the articles of incorporation, a labor and social security attorney corporation may change its articles of incorporation by the consent of all members.

When a labor and social security attorney corporation has changed its articles of incorporation, it must, within two weeks from the date of the change, notify the Federation of the matters pertaining to the change, via the labor and social security attorney's association for the location of the principal office.

Except where otherwise provided in the articles of incorporation, all members of a labor and social security attorney corporation have the right and the obligation to execute its business.

Notwithstanding the preceding paragraph, with regard to dispute resolution procedure representation business in a labor and social security attorney corporation whose purpose is to conduct dispute resolution procedure representation business, only members who are specified labor and social security attorneys (hereinafter referred to as "specified members") have the right and the obligation to execute that business.

Each member of a labor and social security attorney corporation represents the labor and social security attorney corporation. However, this does not preclude the articles of incorporation or the consent of all members from specifying, from among the members, those who are in particular to represent the labor and social security attorney corporation.

Notwithstanding the main clause of the preceding paragraph, with regard to dispute resolution procedure representation business in a labor and social security attorney corporation whose purpose is to conduct dispute resolution procedure representation business, only specified members each represent the labor and social security attorney corporation. However, this does not preclude the consent of all of the specified members concerned from specifying, from among those specified members, those who are in particular to represent the labor and social security attorney corporation with regard to dispute resolution procedure representation business.

A member who represents the labor and social security attorney corporation pursuant to the provisions of paragraph (1) has the authority to perform all judicial and extrajudicial acts relating to the business of the labor and social security attorney corporation (excluding the dispute resolution procedure representation business referred to in the preceding paragraph).

No limitation on the authority under the preceding paragraph may be asserted against a third party in good faith.

A member who represents the labor and social security attorney corporation pursuant to the provisions of paragraph (1) may delegate the representation of specific acts to another person only if this is not prohibited by the articles of incorporation.

If the obligations of a labor and social security attorney corporation cannot be fully satisfied with its property, each member is jointly and severally responsible for their satisfaction.

The same applies as under the preceding paragraph where compulsory execution against the property of the labor and social security attorney corporation has not been effective.

The provisions of the preceding paragraph do not apply if a member proves that the labor and social security attorney corporation has the resources and that execution is easy.

If the obligations that a labor and social security attorney corporation whose purpose is to conduct dispute resolution procedure representation business has come to bear toward a client in relation to dispute resolution procedure representation business cannot be fully satisfied with the property of that labor and social security attorney corporation, then notwithstanding the provisions of paragraph (1), the specified members (including specified members who have withdrawn from that labor and social security attorney corporation; the same applies hereinafter in this Article) are jointly and severally responsible for their satisfaction. However, this does not apply to a specified member who has withdrawn from that labor and social security attorney corporation if that member proves that the obligation arose from a cause arising after the withdrawal.

Notwithstanding the provisions of paragraphs (2) and (3), where compulsory execution against the property of the labor and social security attorney corporation with regard to the obligations prescribed in the main clause of the preceding paragraph has not been effective, the same applies as under the preceding paragraph, except where a specified member proves that the labor and social security attorney corporation has the resources and that execution is easy.

The provisions of Article 612 of the Companies Act apply mutatis mutandis to the withdrawal of a member of a labor and social security attorney corporation. However, this does not apply to the obligations prescribed in the main clause of paragraph (4).