Flow of medical corporation provisional application
Updated: July 2024, 3
Support Administrative Scrivener Corporation provides support to those who are opening new medical corporations. To establish a medical corporation, approval from the prefectural governor where the main office is located is required. The main application period for major prefectures is as follows.
| major cities | Provisional application timing (Reiwa 6, Reiwa XNUMX standards) |
| Tokyo | June 5, 8nd year of Reiwa-August 21rd, 5nd year of Reiwa June 6, 3nd year of Reiwa-August 13rd, 6nd year of Reiwa |
| Saitama | There will be a preliminary screening and reservations must be made in advance via email. June 5, 4nd year of Reiwa-August 10rd, 5nd year of Reiwa June 5, 9nd year of Reiwa-August 13rd, 5nd year of Reiwa |
| Chiba | Pre-screening is required. Pre-screening: April 6, 4 - May 17, 6 Main examination: June 6, 6 to June 6, 6 |
| Kanagawa | Twice a year (usually around spring and fall) June 5, 8nd year of Reiwa-August 29rd, 5nd year of Reiwa June 6, 5nd year of Reiwa-August 7rd, 6nd year of Reiwa |
| Aichi | 4 times a year May, August, November, February |
| Osaka | Early June to late June Early June to late June |
| Fukuoka | Twice a year, late July and late November |
This time, we will use Tokyo as an example to explain the process of making a provisional application for a medical corporation.
Let's work together to get through everything from the start to the final stage of the provisional application!
(1) Obtain the “Guidelines for Establishing a Medical Corporation”
It can be viewed on the Tokyo Metropolitan Government website.
The booklet version of the guide is available for sale at the Tokyo Metropolitan Bureau of Life and Culture's Citizen Information Room and the Kinokuniya web store.
(2) Election of employees, directors, and auditors
Employee
As a general rule, 3 or more people are required.
It doesn't matter if you make a contribution or not.
Director
principle3 people moreIs required.
Director
In principle, you must be a doctor or dentist.
One doctor or dentist from among the directors will be appointed as the chairman.
Auditors
XNUMX or moreIs required. Since the auditor is in a position to supervise the directors, an interested party of the corporation or a relative within the sixth degree of kinship of the director cannot be appointed.
(3) Preparation of necessary documents
Adjustment of contributed assets
If you have already opened a clinic, it is recommended that the assets used by the clinic be donated to a medical corporation.
In addition, you must contribute working capital (cash, deposits, etc.) for at least two months after the establishment of the corporation.
However, medical equipment under lease contracts, rental properties, consumables, etc. cannot be contributed to the fund.
Once you have determined the assets to be contributed, create an inventory of your assets.
Please note that the base date for the amount of assets such as fixed assets will be after the provisional application date.
Assumption of debt
The debts that can be taken over as a medical corporation are limited to the following conditions.
①Things that occurred when acquiring contributed property
② Items acquired (paid for) after the borrowing date
③ Items deemed necessary for the operation of the medical corporation
Working capital borrowings cannot be taken over by a corporation, so
You must repay the loan individually.
The following documents must be submitted for transfer.
・Certification of debt balance and application for debt transfer approval
・Loan agreement
・Receipts and invoices for assets acquired with borrowed funds
・Repayment schedule
Please note that if the above documents cannot be submitted, the transfer will not be possible.
Lease takeover
As with debts, you will also need to prepare documentation regarding lease transfer.
・Application for approval of lease transfer
・Certification of debt balance and application for debt transfer approval
When opening a clinic, many people do not have the financial means to do so, so they lease medical equipment.
Although approval from the leasing company is required, it is possible to transfer the contract to a corporation.
Succession of land and buildings
The real estate rental contract will also need to be changed from an individual contract to a medical corporation contract.
There is no need to obtain a seal from the lender before making a provisional application, but if the lender is a company, it may take some time. We recommend that you make an appointment in advance.
If you already own land or a building, you will need to submit a real estate appraisal report or fixed asset appraisal certificate in order to transfer it to a corporation as an asset.
Other documents you should obtain
Other documents you should prepare in advance include:
・Seal certificate and resume of the person becoming an officer
・Clinic opening notification
・Clinic drawings
・Final tax return (2 years)
・Certificate of all building history matters
・Copy of vehicle inspection certificate (if using a vehicle)
If you prepare it early, you will have a document that will save you from having to panic when applying.
(4) Preparation of draft articles of incorporation
We will create a draft article of incorporation that stipulates the basics regarding the organization, operation, etc. of the medical corporation.
However, since the rules will be created based on the management of the corporation, it is preferable to create them according to each corporation, rather than just creating them according to the model articles of incorporation.
(5) Creation of business plan and budget
As a general rule, business plans are prepared for two years. If the first year is less than 2 months, create 6 years worth.
The budget must be created in accordance with the format created by the local government, but the amounts in the following four documents must be linked.
・Budget document
・Budget statement
・Staff salary expense breakdown
・Achievement table
Be careful of transcription errors in numbers.
In addition, if the clinic does not have tax returns for two years, it is necessary to attach the trial balance up to the most recent date of application to prove that the clinic has a track record.
(6) Holding the inaugural general meeting
After three or more founders have met and established the articles of incorporation, the founders must meet to express their opinions and take resolutions regarding the following matters that should be decided at the time of establishment. The resolved matters will be recorded in the minutes of the founding general meeting and attached to the provisional application.
① | Approval of the purpose of establishing a medical corporation |
② | Employee confirmation |
③ | Approval of articles of incorporation |
4 | Fund contribution application and asset inventory approval at establishment |
⑤ | Appointment of officers and managers |
⑥ | Appointment of founding representative |
⑦ | Approval of contract when leasing land and building for clinic |
⑧ | Lease contract transfer approval |
⑨ | Business plan and income and expenditure budget approval for fiscal year and first year |
⑩ | Other requirements |
(7) Preparation of application for establishment approval
Download the form from the local government and create an application for establishment approval.
By this time, be sure to have all other required documents ready and ready to submit.
(8) Provisional application
Submit all documents necessary for this application.
In the case of the first session in 6, it will be from March 3, 13 to March 6, 3.
The number of copies to be submitted is one, and in principle applications will be accepted by mail (*).
(*Subject to change depending on local government.)
No seal is required when making a provisional application.
In principle, a copy of the official certificate will also be submitted.
The review will take approximately 3 months.
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