JAPAN Law and Practice Contributed by: Junichi Ueda, Etsuko Hara, Nobuto Shirane, Takahiro Hayase, Yutaka Shimoo and Miki Goto, Anderson Mori & Tomotsune
• a Notification for Ultimate Parent Entity (NUPE) form; • a CbC report; • a master file; and • a local file. Of these, the former three types of documenta - tion are applicable to subsidiaries or branches in Japan that are constituent entities of a specified multinational enterprise (MNE). The local file is applicable to all corporate taxpayers engaging in transactions with foreign affiliates. 5.7 Anti-Evasion Rules Japanese tax laws contain general avoidance rules such as the disallowance of acts or cal - culations: • by family-owned corporations; • in relation to organisational restructuring; • by corporate groups of the group calculation framework; and • regarding foreign entity profits that are attrib - utable to a permanent establishment. These anti-evasion rules have recently been applied especially to several corporate intra- group reorganisations. Those cases subse - quently developed into tax disputes. 5.8 Tariffs Tariffs are imposed on various types of imported goods. However, certain goods, such as iron ore, wool, cotton, photographic film, rubber tires and machinery, are generally exempt from tariffs. The applicable tariff rate depends on the classifi - cation of goods under the International Conven - tion on the Harmonized Commodity Description and Coding System (the “HS Treaty”). Addition - ally, countries or regions that are members of the World Trade Organization (WTO) or have
executed relevant treaties with Japan, such as an Economic Partnership Agreement (EPA), may benefit from tariff exemptions or preferable tariff rates. For more details of applicable tariff rate, Japan Customs provides “Japan’s Tariff Schedule”, which is accessible on its website.
6. Competition Law 6.1 Merger Control Notification
Prior notification is required for share acquisi - tions, mergers, splits, joint share transfers and acquisitions of business or assets, etc, that meet certain criteria. The filing thresholds are different for each of these transactions. The major transactions and their thresholds are as follows. • For share acquisitions: (a) the total sales in Japan of the acquiring company and other companies within the same combined business group as the acquiring company must exceed JPY20 billion; (b) the total sales in Japan of the acquired company and all of its subsidiaries must exceed JPY5 billion; and (c) the ratio of voting rights of the acquiring company upon the acquisition must newly exceed 20% or 50%. • For mergers: (a) the total sales in Japan of at least one party to the merger and other compa - nies within the same combined business group as the party must exceed JPY20 billion; and (b) the total sales in Japan of at least one other party to the merger and other
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