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7-(6) Procedures for Merger
Last Updated October 2, 2023
NPO corporations can merge with other NPO corporations. In order to merge, Yokohama City certification is required after a resolution of the General Meeting of Employees.
A. Flow of Procedure
１．Resolution on mergers at the General Meeting of Employees in accordance with the Articles of Incorporation
※In order to merge, a resolution must be made at a general meeting of employees with at least three-quarters of the total number of employees, unless otherwise specified in the Articles of Incorporation.
２．Preparation of application documents
※Create the documents required to apply for certification of the merger. (Please refer to the following for documents required for application.)
３．Submission of application documents
４．Acceptance, publication and inspection of application documents
- Publication: The date of application and the application documents include the articles of incorporation, the list of officers (excluding Address), the business plan (for 2 fiscal years), and the budget for activities (for 2 fiscal years)). The publication period is until the certification or non-certification decision is made after the application is accepted.
- Inspection: Of the application documents, the articles of incorporation, the list of officers (excluding Address), the business plan (for 2 business years), and the budget for activities (for 2 business years)) will be available for public inspection at Yokohama City (Yokohama City Citizens' Collaboration Promotion Center).
５．Determination of certification or non-certification (within 45 days after the end of the inspection period)
※Within 45 days after the end of the inspection period, Yokohama City will decide on the certification or non-certification of the merger and issue a letter of certification or non-certification.
６．Public notices and notices to creditors
※Each merged corporation will create a property inventory and balance sheet and keep it at the office.
※We will announce that we can object to the merger and notify the creditor. (It is carried out within 2 weeks after certification, and an implementation period of 2 months or more is required.)
７．Registration of corporate merger at the Legal Affairs Bureau
※You must register the merger with the Legal Affairs Bureau (Yokohama Legal Affaires Bureau) within two weeks from the end of the procedures required for the merger.
８．Completion of merger registration by registration form
※After registration is completed, submit a notification of completion of merger registration to Yokohama City.
B. Documents to be submitted
Number | Documents to be submitted | Number of copies submitted | Style | Example of description |
|---|---|---|---|---|
１ | Merger Certification Application Form (No. 14 Form) | Part 1 | ||
２ | A copy of the minutes of the General Meeting of Employees who voted on the merger | 1 copy each | None | None |
３ | Articles of Incorporation | 2 copies | None | None |
４ | List of officers (a list of officers' names and addresses or whereabouts and whether or not there is compensation for each officer) | 2 copies | None | None |
５ | A copy of a document that each officer has pledged that it does not fall under any items of Article 20 of the Act and does not violate the provisions of Article 21 of the Act, and has accepted his appointment. | 1 copy each | None | None |
６ | Documents certifying the Address or whereabouts of each officer (submit any of the following) | Part 1 | None | None |
７ | A document stating the names of 10 or more employees (in the case of a corporation, their names and representative names) and Address or whereabouts | Part 1 | None | None |
８ | A document indicating that it has been confirmed that it falls under Article 2, Paragraph 2, Item 2 of the Act and Article 12, Paragraph 1, Item 3 of the Act. | Part 1 | None | None |
９ | Purpose of Merger | 2 copies | None | None |
10 | Business plan for the initial fiscal year and the next fiscal year | 2 copies | None | None |
11 | Activity budget book for the fiscal year at the beginning of the merger and the next fiscal year | 2 copies | None | None |
For the preparation of documents from 2 to 11, please read "establishment" in "3-(2) Documents pertaining to application for establishment certification" to "merger" before using.
C. Notification of completion of merger registration
After the registration of the merger is completed, please notify Yokohama City of the completion of the merger registration without delay. For the documents required for notification, please read "establishment" in "3-(3) Notification of completion of establishment registration" to "merger".
[Reference] Correction of documents during the inspection period
Within one week from the date when Yokohama City receives the application documents, only minor contents (objectively obvious typographical errors, typographical errors or omissions that do not affect the identity of the contents) Can be corrected. The documents required for amendment are as follows.
※The number of copies submitted at the time of application for “2. Documents after amendment” is required.
Number | Documents to be submitted | Number of copies submitted | Style | Example of description |
|---|---|---|---|---|
１ | Supplementary book (No. 2 style) | Part 1 | ||
２ | Documents after amendment | Number of copies submitted at the time of application | None | None |
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Inquiries to this page
Civic Affairs Bureau Regional Support Department Citizen Collaboration Promotion Section
Telephone: 045-671-4737
Telephone: 045-671-4737
Fax: 045-223-2032
Email address: sh-npo@city.yokohama.jp
Page ID: 699-827-310
