Contributed By Chuo Sogo LPC
The Insurance Business Act is the basis for the regulation of insurance businesses in Japan, providing a contractual relationship surrounding insurance products. Although Japan is not a common law country, the judicial precedent, especially that established by the Supreme Court, should be referred to when interpreting insurance contracts.
The Financial Services Agency (FSA) is the regulatory authority overseeing insurance and reinsurance businesses in Japan. Life and non-life insurers are regulated by the Insurance Business Act. Reinsurers are regulated in the same way as non-life insurers. Based on the Insurance Business Act, the regulatory authorities have the power to issue administrative dispositions to insurance companies, including orders for business improvement, orders for suspension of business and/or orders for cancellation of licences.
In fact, broad discretion is given to the regulatory authorities, and those administrative dispositions against insurance companies invoked by the regulatory authorities are not necessarily based on the assumption that violations of law by insurance companies have taken place.
Against this background, entities targeted for supervision not only have to make sure that laws and regulations are being observed but must also follow the guidelines officially promulgated by the regulatory authorities (the “Comprehensive Guidelines for the Supervision of Insurers”).
Underwriting Life and Non-Life Insurance
Underwriting life insurance and non-life insurance entails obtaining the necessary business licences from the regulatory authorities. Licences for life insurance and non-life insurance business cannot be acquired by the same company, and companies are prohibited from running both businesses concurrently. However, both life insurers and non-life insurance companies are at liberty to offer insurance such as medical care insurance, accident insurance or overseas travel accident insurance, ie, insurance from the so-called “third sector” insurance market.
Nevertheless, insurance companies – whether operating in the form of a kabushiki kaisha or mutual company – must have board of directors’ meetings, auditors’ meetings, audit and other committee meetings, meetings such as nominating committee meetings and accounting auditors. Foreign companies intending to enter into the Japanese market through their subsidiaries are required to acquire the licences mentioned above. Foreign companies planning to enter through their branch offices must obtain a foreign insurer’s licence.
During the licence application procedure, the “basic documents” (articles of incorporation, business plan, standard policy provisions and documents showing the methods to calculate insurance premiums and policy reserves) must be submitted to the regulatory authorities. Furthermore, insurance companies cannot operate their businesses while in violation of those basic documents, and, in order to develop and offer new insurance products, must procure approval for corresponding changes to their basic documents from the regulatory authorities (“Insurance Product Approval” – regular processing takes 90 days, while a simplified procedure takes 45 days). However, regarding certain types of insurance, such as fire insurance where there is little concern of insufficient policyholder protection, a notification system to the regulatory authorities has been adopted; nevertheless, notification may not be required in cases where insurance companies state in the statement of business procedures that special provisions related to business insurance are to be established or modified without notifications (the “Flexible Provision System”).
Conducting Other Business and Owning Subsidiaries
Insurance companies are not permitted to conduct any business other than insurance business (underwriting insurance) and any business incidental thereto (restriction on engaging in other business). Furthermore, insurance companies are not allowed to own, as subsidiaries, companies other than those engaging in businesses prescribed by the Insurance Business Act (ie, “a company eligible as a subsidiary”) nor to obtain more than 10% of voting rights in domestic companies (excluding said companies eligible as a subsidiary). However, if approved by the regulatory authorities, subsidiaries of insurance holding companies may engage in businesses other than those prescribed by applicable laws and regulations.
With respect to specifically prescribed matters (which are quite extensive), such as customer explanations or information control, insurance companies are obligated to have a system in place to secure the soundness of operations and appropriate management. The minimum amount of capital of an insurance company is JPY1 billion.
Policy Reserves
Insurance companies are required to set aside policy reserves and appoint an insurance administrator holding a designated actuary’s licence to engage in actuarial practice. In 1996, regulations on solvency margin ratios were introduced. The solvency margin index has become an assessment standard for the supervisory authorities to execute early corrective actions with broad supervisory reach against targeted companies, including orders to submit an improvement plan.
At present, the solvency margin ratio on a consolidated basis has been introduced. In March 2016, the EU announced the adoption and enforcement of the equivalence recognition between Solvency II with temporary equivalence and the Japanese reinsurance supervision and group solvency.
The FSA is scheduled to introduce the Economic Value-Based Solvency Regulatory Framework at the end of March 2026, having published the relevant laws and regulations in July 2025.
See 2.1 Insurance and Reinsurance Regulatory Bodies and Legislative Guidance.
This is not applicable in Japan.
Under the Insurance Business Act, the regulations that apply to Japanese insurance companies also apply to domestic subsidiaries of overseas-based insurers. Nonetheless, this Act allows foreign insurance companies to conduct insurance business without establishing such domestic subsidiaries.
Foreign insurance companies may conduct insurance business in Japan only if they have opened a branch in Japan and obtained the applicable licence from the FSA, the body overseeing insurance companies (Article 185-1 of the Insurance Business Act). This requirement allows the FSA to effectively execute its administrative powers over such foreign insurers. With some exceptions, Article 185-6 of the Insurance Business Act requires such licensed foreign insurers to conclude insurance contracts with persons having an address or residence in Japan, property located in Japan, or vessels or aircrafts with Japanese nationality inside Japan. The procedure to apply for the licence is mostly the same as that for Japanese insurance companies. Since foreign insurance companies do not have capital inside Japan, they are required to deposit a minimum of JPY200 million to the deposit office to protect policyholders.
Restrictions on Unlicensed Foreign Insurance Companies
Unlicensed foreign insurance companies may not conclude insurance contracts with persons having an address or residence in Japan, property located in Japan or vessels or aircrafts with Japanese nationality (Restriction on Foreign Direct Insurance; Article 186-1 of the Insurance Business Act), other than the insurance contracts listed below:
Exceptions and Permissions
The restriction does not apply when an applicant wishing to purchase insurance from unlicensed insurance companies has obtained a permission from the FSA in advance of their applications for insurance as set forth in Article 186-2 of the Insurance Business Act. This exception is provided to enable policyholders to purchase insurance products that are most beneficial to them. That permission may not be provided in the following cases:
In a recent trend, the government of Tokyo is pursuing a policy to attract overseas financial business providers to the Japanese market by providing assistance to manage Japan’s complicated financial regulations, such as opening a one-stop service centre for financial start-ups. It is expected that such a move will attract more overseas insurance companies and revitalise the Tokyo financial markets.
Fronting is not expressly prohibited or permitted in Japan and there are no explicit expectations with regard to the cedent’s retention.
Existing insurance businesses may be acquired in several ways, such as through obtaining shares of Japanese insurance companies, a merger of insurance companies, or sale and purchase of insurance business. The Insurance Business Act provides a regulatory framework for these M&A activities of insurance businesses.
Obtaining Shares
Under the Japanese regulatory framework, shareholders who own a certain percentage of voting rights in insurance companies are subject to oversight of the regulator.
Mergers
A merger with an insurance company requires approval by the FSA. Article 167-2 of the Insurance Business Act provides the following standards/checkpoints that the FSA could use in determining whether to give an approval:
Sale and Purchase
The sale and purchase of an insurance business also requires approval from the FSA, pursuant to Article 142 of the Insurance Business Act. Purchasers of insurance businesses must be licensed insurance companies. Such sale and purchase also requires a separate approval to transfer insurance contracts from the FSA, pursuant to Article 139 of the Insurance Business Act. Petitions for approval to transfer insurance contracts are reviewed according to the following standards/checkpoints:
The Insurance Business Act does not require policyholders’ approvals for transfers of insurance contracts to another insurance company. Instead, the transferor must issue a public notice, notify each policyholder, and provide them an opportunity to object to the transfer.
Unless otherwise allowed by any other law, the Insurance Business Act prohibits any person from acting as an agent or intermediary to conclude insurance contracts, an activity that falls within the definition of “insurance solicitation” under this Act.
In the case of a life insurance company, only registered life insurance agents (officers and employees of a life insurer; life insurance agencies (agents) as well as their officers, employees and other personnel) may conduct “insurance solicitation.” A long-standing characteristic feature of Japanese selling channels is for life insurance companies to utilise a large number of salespeople who belong to those companies and are hence categorised as “employees of a life insurer” described above (mostly female employees known as Sei-ho ladies) among their overall sales staff. Put simply, every person selling insurance contracts has to be registered to do so. In principle, in the current legal system, life insurance agents may deal with insurance products of only one insurance company. In other words, they operate within the so-called one-company exclusive system. However, by fulfilling the prescribed legal requirements (such as enrolling two or more life insurance agents), it is possible to deal with insurance products of multiple insurance companies – in fact, many independent agencies currently do this.
Non-Life Insurance Companies
The situation involving non-life insurance companies (including a reinsurance company) is as follows.
The majority of non-life insurance sales are made by agencies, accounting for 89.7% of total sales on a direct-net-premiums-written basis, while sales by (i) officers and employees of insurance companies (through their direct sales) and (ii) insurance brokers account for only around 9.4% and 0.9% respectively.
Of all non-life insurance agencies, dedicated insurance agencies account for 17% (based on the number of entities involved). The remaining agencies operate as a side business alongside other businesses, including entities in the automobile industry (dealers and repair shops), accounting for 56%, and the real estate industry, accounting for 9%.
Insurance Brokers
Registered insurance brokers may also engage in “insurance solicitation” that is limited to mediating conclusions of insurance contracts. The Insurance Business Act has assigned special duties to these insurance brokers, including:
There are only 66 insurance brokers in Japan. While most of them focus on large-scale corporate clients, handling insurance products for individual clients is extremely rare. Following the amendment to the Insurance Business Act, measures are expected to be introduced to promote the use of insurance brokers, including allowing them to receive intermediary commissions for corporate insurance contracts (including those entered into by sole proprietors) not only from insurance companies – currently the only permitted source under the existing framework ‒ but also from customers.
Sales Through Banking Channels
Insurance sales through banking channels in Japan commenced in 2001 but the number of products they could sell was severely restricted. The range of insurance products available for sale by banks has since expanded multiple times, and the restrictions were completely removed in 2007.
Banks function as insurance agents in the selling process. In this respect, it is worth mentioning that additional special regulations have been applied to banks in order to avoid circumstances of insufficient consumer protection, which could result from improper use of the banks’ information-gathering ability in relation to customers’ funds or their improper influence over customers.
Strict regulations have been imposed on banks, including measures/regulations for the protection of non-public information (pursuant to which customer information obtained through their banking business cannot be used in connection with insurance solicitation without customers’ consent) and regulations concerning soliciting of borrowers (where certain types of insurance products cannot be sold to customers who are granted business loans). While these additional regulations have been imposed for the protection of consumers, they essentially function to protect the traditional channels of insurance distribution.
Recently, “open-for-visitor” agencies have strengthened their presence. Out of the insurance products of multiple insurance companies, these agencies make – on their own initiative – proposals for insurance products that conform to customers’ actual needs, which open-for-visitor agencies call “consultative selling”.
The Insurance Business Act imposes on a policyholder or the insured a duty to disclose material matters regarding risks if requested to be disclosed by the insurer (duty to answer the question).
This duty is embodied in insurance policies in the form of a mandatory provision imposed unilaterally by the insurer (ie, a mandatory provision that voids agreements entered into in contravention of it, potentially adversely affecting policyholders); however, the provision is not applicable to the following types of non-life insurance:
Therefore, for these exceptional contracts, it is possible to stipulate special provisions.
If a policyholder or the insured violates the aforementioned duty, the insurance company may cancel the insurance contract and, except for damages not arising from violation of the duty of disclosure, will be discharged from liability for making insurance payments. An insurance company’s right of cancellation will be extinguished one month after it learns of the violation that would otherwise give cause to cancellation or five years after the conclusion of the contract.
While insurance agents act on behalf of insurance companies, insurance brokers act on behalf of customers independent from insurance companies (buyer’s agents).
Insurance contracts may be concluded verbally but, in practice, they are committed to writing so that the contractual conditions are clearly documented on paper. The existence of insurable interest (economic interest that may be subject to loss by the occurrence of insured events) is required as a condition to effectuate a non-life insurance contract. The insured is the person to whom the insurable interest belongs.
The reason for the existence of insurable interest is to prohibit gambling and prevent moral hazards. However, to meet the convenience of everyday operations, this requirement for the existence of insurable interest tends to be applied with a fair amount of leniency and flexibility.
In non-life insurance, only the insureds may be the beneficiaries of an insurance contract. Insurance benefits are paid to the insureds and/or parties authorised by the insureds to receive the benefits.
From the viewpoint of protecting policyholders, the aim of the Insurance Act has been, in large measure, to impose a duty on insurers to insert certain mandatory provisions into insurance contracts (ie, mandatory provisions that void agreements entered into in contravention of them, potentially adversely affecting policyholders). However, in view of the fact that unilaterally imposed mandatory provisions are not applicable to the following types of non-life insurance: (i) maritime insurance contracts, (ii) aviation insurance contracts, (iii) nuclear energy insurance contracts, and (iv) non-life insurance contracts (including reinsurance contracts) covering damages arising from business activities conducted by a juridical person, other organisation or an individual who operates a business, it is possible for these exceptional contracts to include separately stipulated special provisions.
Based on the content of the product, it should be determined whether such product is subject to Japanese regulation. Certain products may be subject to regulation as reinsurance products.
This is not applicable in Japan.
There are no specific laws or regulations on how to interpret insurance contracts.
In general, the courts interpret insurance contracts objectively, taking into account their comprehensibility by average, reasonable customers. Nonetheless, the courts tend to recognise agreements between insurance companies and customers that differ from explicit policy conditions, taking into consideration the way in which insurance companies and customers negotiated and concluded their insurance contracts, and seek reasonable solutions while ordering compensation for damages.
At the time of solicitation of an insurance contract, the Insurance Business Act requires insurance companies to provide documents (contract outline) containing the following information to fulfil their obligation to inform the policyholder:
This is not applicable in Japan.
This is not applicable in Japan.
Insurance disputes are generally resolved in district courts or summary courts, depending on the value of the dispute. There are no special courts for resolving commercial insurance disputes and, therefore, the same procedure is applicable to both consumer contracts and reinsurance contracts. In practice, a jurisdiction clause in an insurance policy determines which court will hear disputes in relation to the insurance policy.
See 9.1 Insurance Disputes Over Coverage.
Generally, a first hearing date is scheduled around one month after the filing of a lawsuit. It usually takes six months to one year to reach a judgment.
The losing party may appeal to the upper court if it is not satisfied with the decisions of the court of first instance. There are two stages of appeal.
A foreign judgment is required to be recognised in Japanese courts. To be capable of recognition and enforcement, a foreign judgment must satisfy the requirements of Article 118 of the Code of Civil Procedure. Whether these requirements are satisfied will be determined by the court in an action for “execution judgment” under Article 24 of the Civil Execution Act.
This is not applicable in Japan.
The Arbitration Act provides that an arbitration agreement must be in writing but does not require any specific wording. Parties to the arbitration may not appeal to the courts regarding the decision of the arbitral tribunal. However, the Arbitration Act provides that the parties may file a petition to set aside the arbitral award to the court in some situations, such as invalidity of the arbitration award due to the limited capacity of a party.
Japan is a party to the New York Convention; arbitration awards received in the member countries can be enforced in Japan.
Insurance alternative dispute resolution (ADR) is common, especially in the field of consumer contracts. An increasing number of insurance-related disputes are resolved through ADR.
Japan has not introduced the concept of punitive damages. Late payment interest is recoverable in respect of claims. Before 31 March 2020, the rates for late payment interest were 5% per annum for non-commercial claims and 6% per annum for commercial claims. As of 1 April 2020, the amendment of the Civil Code became effective and a new structure for late payment interest was introduced, ie, 3% per annum with subsequent reviews every three years to reflect market interest rates. The current rate of 3% per annum is effective from April 2023 to March 2027.
For non-life insurance, Article 24 of the Insurance Act provides that, where insured property is totally lost or destroyed, an insurer that has paid an insurance proceeds payment shall be subrogated to ownership and any other real right that the insured holds over the insured property, in accordance with the ratio of the amount of the insurance proceeds payment thus paid to the insured value (or the agreed insured value if there is any such amount).
Article 25 of the Act provides that, when an insurer has made an insurance proceeds payment, the insurer shall be subrogated with regard to any claim acquired by the insured due to the occurrence of any damages arising from an insured event up to the smaller of:
In Japan, the emergence of fintech was, at first, most pronounced in the banking sector. In fact, the Japanese government first responded to fintech by amending the Banking Act so that banks could own technology companies as their subsidiaries, which was previously restricted to some extent (the “Amended Banking Act”). The Amended Banking Act came into force on 1 April 2017. In 2021, the Insurance Business Act was amended in the same way for insurance companies to own subsidiaries that provide IT and other technology to enhance insurance activities and benefit the insurance companies’ customers.
Adoption of New Technologies
Japanese insurance companies are incorporating new technologies such as IoT (internet of things), big data and AI into their services. For example, Tokio Marine & Nichido Anshin Life Insurance Co Ltd has introduced a medical insurance policy where an insured might obtain cashback on the insurance fees if they walked a certain average number of steps on a daily basis. The insured would be required to use wearable technology to monitor their activities and record their health data.
Another example is Sony Assurance Inc’s automobile insurance, where an insured has a “driving counter” installed in their car to monitor the insured’s driving. If it shows safe driving on the part of the insured, the insurer will provide cashback towards the insurance fees.
The Fintech Support Desk
The FSA regards the fintech trend quite positively. One example of the positive attitude of the FSA is the Fintech Support Desk, which was established to provide a streamlined process for fintech businesses. Indeed, the FSA appears to be watching developments regarding insurtech with a high degree of interest.
See 10.1 Insurtech Developments.
Cybersecurity Risk
Cyber-attacks have come to pose a serious and imminent risk that Japanese companies must address. Although various countermeasures are being implemented, they can easily be rendered ineffective. The Ministry of Economy, Trade and Industry of Japan (METI) has issued the Cybersecurity Management Guidelines, which state that cybersecurity is a critical business challenge and Japanese companies must take appropriate protective actions. In late 2025, the core systems of major companies such as Asahi Group Holdings and Askul were targeted, resulting in considerable social impact.
To respond to such situations, insurance companies have developed insurance products to cover the costs of unauthorised disclosures of information or damages caused by a cyber-attack. The survey conducted by the General Insurance Association of Japan, published in March 2025, shows growing recognition of cyber-risk as an important management issue. Compared with the 2023 survey, cyber-risk as a potential threat to business activities increased significantly (by 22.9 points).
Enhanced Focus on Natural Disaster Risk
With the increasing frequency of natural disasters in Japan, insurance companies are strengthening their products to better address disaster risks. This includes enhancing coverage for earthquakes, typhoons and other events, along with streamlining claims processes for faster payouts. In 2025, widespread and substantial damage was sustained across Japan as a result of flooding triggered by heavy rainfall.
Health-Promoting Insurance Products
Due to Japan’s aging population and increasing health consciousness, insurance products that encourage healthier lifestyles are gaining increasing attention. For example, products offering discounts or rewards based on health check results or daily activity data are becoming more popular. These products usually utilise wearable devices or mobile applications to track fitness, diet and sleep patterns, providing data directly to insurers.
Embedded Insurance
Embedded insurance, where insurance is integrated into other products and services, is expanding through collaborations with other industries. For instance, automakers are including car insurance in their car-sharing services, allowing customers to benefit from seamless coverage. Embedded insurance offers customer convenience and effective solutions while ensuring that users receive appropriate and timely protection.
There have been few significant legislative or regulatory developments in the field of insurance and reinsurance over the last two years.
On 29 August 2025, the FSA announced “The FSA Strategic Priorities July 2025–June 2026.” According to these priorities, the policy for administering insurance supervision for fiscal year 2025 can be summarised as follows.
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