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7-(6) Merger Procedures
Last Updated October 2, 2023
An NPO corporation can merge with other NPO corporations. In order to merge, Yokohama City must be certified after a resolution of the General Meeting of Employees.
A. Procedure Flow
１．Resolutions at the General Meeting of Employees in accordance with the Articles of Incorporation
※Unless otherwise specified in the Articles of Incorporation, a merger must be resolved at a general meeting of employees at least three-quarters of the total number of employees, except as otherwise provided in the Articles of Incorporation.
２．Preparation of application documents
※Create the necessary documents to apply for certification for the merger. (See below for documents required for application.)
３．Submission of application documents
４．Acceptance, publication and inspection of application documents
- Announcement: Date of application and application documents, “Articles of Incorporation” and “List of Officers (excluding Address)”, “Business Plan (for two business years)”, “Activity Budget (for two business years)”) ) Will be announced. The publication period is between the acceptance of the application and until the decision on certification or non-certification.
- Public inspection: Of the application documents, “Articles of Incorporation”, “List of Officers (excluding Address)”, “Business Plan (for two business years)”, “Activity Budget (for two business years)”), Yokohama City We offer for inspection in (Yokohama-shi citizen collaboration promotion center).
５．Decision on certification or non-certification (within 45 days after the inspection period)
※Within 45 days after the end of the inspection period, Yokohama City will make a decision on certification or non-certification of the merger and issue a letter of certification or non-certification.
６．Public notices, notices, etc. to creditors
※Create a property inventory and balance sheet for each of the merged corporation and keep it in the office.
※We will publicly announce that you 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 Merger at the Legal Affairs Bureau
※A merger must be registered at the Legal Affairs Bureau (Yokohama Legal Affaires Bureau) within two weeks from the end date of the procedures required for the merger.
８．Completion of registration form
※After registration is completed, submit a notification of merger registration completion to Yokohama City.
I. Documents to be submitted
Number | Documents to be submitted | Number of copies submitted | Style | Example of description |
|---|---|---|---|---|
１ | Merger Certification Application Form (Form No. 14) | 1st copy | ||
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 | 2nd section | None | None |
４ | List of officers (a list that lists the names and addresses or whereabouts of officers and whether or not compensation is paid to each officer) | 2nd section | None | None |
５ | A copy of a document that acknowledges that each officer does not fall under any of the items of Article 20 of the Act and does not violate the provisions of Article 21 of the Act, and a copy of the document that approves his appointment. | 1 copy each | None | None |
６ | A document certifying the Address or whereabouts of each officer (submitted one of the following) | 1st copy | None | None |
７ | A document stating the names of 10 or more employees (in the case of a corporation, the name and representative's name) and Address or whereabouts | 1st copy | 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 | 1st copy | None | None |
９ | Merger Statement | 2nd section | None | None |
10 | Business plan for the first fiscal year of the merger and the following fiscal year | 2nd section | None | None |
11 | Activity budget documents for the first fiscal year of the merger and the following fiscal year | 2nd section | None | None |
For the preparation of documents from 2 to 11, please read "Establishment" in "3-(2) Documents pertaining to application for establishment certification" with "merger".
C. Notification of completion of merger registration
After 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] About amendment of documents during inspection period
Within one week from the date on which Yokohama City receives the application documents, only minor contents (objectively obvious errors, typographical errors, typographical errors, or omissions that do not affect the identity of the contents) Can be corrected. The documents required for the amendment are as follows.
※"2. Correction documents" require the number of copies submitted at the time of application.
Number | Documents to be submitted | Number of copies submitted | Style | Example of description |
|---|---|---|---|---|
１ | Correction Form (No. 2) | 1st copy | ||
２ | Correctioned Documents | Number of copies submitted at the time of application | None | None |
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For inquiries to this page
Civic Affairs Bureau Community Support Department Citizen Collaboration Promotion Section
Phone: 045-671-4737
Phone: 045-671-4737
Fax: 045-223-2032
Email address: sh-npo@city.yokohama.jp
Page ID: 699-827-310
