Ninety Days of Limbo: Running a Kaisha While Your Business Manager Visa Sits in Review

For American founders, the sequence feels backwards. In the United States, you can form an LLC on a Tuesday and start selling on Wednesday, visa status never entering the conversation. Japan inverts that logic. Your Kabushiki Kaisha or Godo Kaisha can legally exist—registered, sealed, banked—while you, the human being behind it, remain in a prolonged state of administrative suspension.

That gap between incorporation and visa approval, often ninety days or longer once Immigration Services Agency processing times are factored in, is where most compliance mistakes happen. Not out of recklessness, but because nobody tells founders where the line actually sits.

What Your Kaisha Can Do Without You

The first principle is deceptively simple: the company is a separate legal person, and its permitted activities are not the same as yours. A registered kaisha can sign contracts, hold a bank account, lease office space, and invoice customers from the day its registration is certified—regardless of the founder's immigration status.

What the company cannot do is have you perform work in Japan without proper status. Immigration law regulates people, not corporations. This distinction is the foundation of everything that follows.

The Gray Zone, Mapped

Immigration practitioners generally sort pre-approval activities into three buckets.

Safely preparatory. Attending meetings to plan strategy, negotiating future contracts, studying the market, incorporating the entity, and setting up internal systems. These are treated as acts of preparation for a business manager role you have not yet been authorized to hold. Document them. Keep a calendar showing that your in-country time was spent on setup, not execution.

Structurally ambiguous. Signing client contracts in your capacity as a director. Technically, a representative director executing agreements on behalf of the company is a corporate act, not personal labor. But an immigration officer who sees a founder actively closing sales and delivering services before approval may conclude the business is already operational—and that the visa application understated your role. Lawyers interviewed for this article recommend a practical rule: contracts may be executed by the company, but performance should wait.

Clear red flags. Personally invoicing clients for work you performed in Japan, staffing a booth at a trade show, managing employees day to day, or drawing a salary for services rendered. Any of these can be characterized as unauthorized activity under the Immigration Services Act, and a single adverse finding can sink not just the current application but future ones.

Revenue Without Presence

The workaround most attorneys endorse is structural: let the kaisha do the operating. Contracts should be between the company and the client, with payment flowing to the corporate bank account. If delivery requires labor, contract it to a third party—an employer-of-record arrangement or a Japanese-based contractor—until your status is granted. Your signature appears as representative director; your hands, figuratively, stay off the tools.

This is also where your US entity discipline matters. If an American parent company or LLC is in the picture, keep the revenue streams clean. Commingling US and Japan income before the visa lands creates tax and immigration narratives that are difficult to unwind.

A Compliance Timeline for the Waiting Period

• Week 1–2 after registration: Corporate bank account, seal registration, office lease finalization. All company acts; none require your work authorization.
• Week 3–6: Client negotiation and contract execution in the company's name. Avoid personal performance obligations with delivery dates inside the visa window.
• Week 6 onward: If operations must begin, route labor through contractors or EOR arrangements. You attend as an observer and planner.
• Post-approval: Only now do you transition into active management—hiring, supervising, and personally performing revenue-generating work.

The Interview Test

One immigration attorney put it bluntly: the standard is whether your activity would look like work to a stranger watching you for a day. Sitting in a conference room discussing a future product? Preparation. Standing behind a register or shipping product? Work.

Keep the record clean, keep the company's acts separate from yours, and the ninety days of limbo become a staging period rather than a liability. The kaisha was ready long before you were authorized to run it—and in Japan, that is exactly the right order.