■ Main overview

Amending the articles of incorporation of a medical corporation with equity

• Resolution at a general meeting of members
• Approval by prefectural governor
• Submission of required documents

■ Detailed report

Types of medical corporations and amendment of articles of incorporation

• Medical corporations with equity
• Transition of incorporated medical corporation

Procedure for amendment of articles of incorporation

• Approval at board meeting
• Resolution at a general meeting of members
• Approval of Prefectural Governor
• Registration

Documents required to apply for approval to amend articles of incorporation

• Comparison of old and new articles of incorporation
• Minutes of general meeting of members
• Certificate of registered matters
• Current and proposed new articles of incorporation

Points to consider when amending articles of incorporation

• When a medical corporation
• When approval of governor is not required
• Prior consultation recommended

Valuation of equity interest

• How to value shares without market trading
• Right to claim refund of equity interest – Taxation of income tax
• Employee resignation and refund

Tax implications

• Transition to special medical corporation
• Transfer of equity interest by donation
• Donation by amendment of articles of incorporation

Transition to medical corporation without equity interest

• Requirements for medical corporation without equity interest
• Economic rationale

Procedures per prefecture

• Procedures in Gunma Prefecture
• Necessity in other prefectures

Transition to social medical corporation

• Corporate tax Exemption from corporate tax
• Strict requirements

■ Summary

Importance of amending the articles of incorporation of a medical corporation

Recommendation to consult an expert

Translated with DeepL.com (free version)