Commercial Code (Shōhō)
The Commercial Code (Shōhō) was enacted in 1899 as one of the foundational statutes of Japan’s modern legal system. Modelled on the German Commercial Code, it governed commercial transactions, partnerships, negotiable instruments, maritime commerce, and insurance. The Code was partially superseded by the Companies Act of 2005 for company law matters but continues to govern commercial transactions, negotiable instruments, and maritime law.
Legal area: Law governing commercial transactions, business entities, and trade.
Year enacted: 1899
Full text: https://elaws.e-gov.go.jp/document?lawid=japan-commercial-code
Key Provisions
- Part I: General provisions (merchant definition, commercial acts)
- Part II: Companies (largely superseded by Companies Act 2005)
- Part IV: Negotiable instruments (bills of exchange, promissory notes)
- Part V: Maritime commerce (carriage of goods, maritime salvage)
- Part VI: Insurance (marine and fire insurance, largely superseded by Insurance Act)
Significance
The Commercial Code was a cornerstone of Japan’s Meiji-era legal modernisation. Its provisions on negotiable instruments and maritime commerce remain in force, while company law and insurance law have been moved to separate statutes. The Code’s general provisions on commercial transactions continue to apply and provide a framework for business dealings. The Code reflects the influence of German civil law traditions on Japanese commercial law.