Business Contract

Stamp Duty for Business Outsourcing Contracts

Calculate the revenue stamp for business outsourcing contracts (業務委託契約書). Tax amount varies significantly depending on whether the contract is a work contract or quasi-mandate.

What is Japanese Stamp Duty (印紙税)?

In Japan, certain documents — including contracts, receipts, and promissory notes — are subject to Stamp Duty (印紙税 / Inshi-zei), a national tax levied on paper documents. To pay this tax, a revenue stamp (収入印紙) of the required amount must be physically affixed to the document and cancelled.

The tax amount depends on the document type and the contract value or receipt amount. For example, a contract worth over 10 million yen may require a stamp of 10,000 to 20,000 yen. Real estate sales contracts and construction contracts benefit from reduced rates until March 31, 2027.

Importantly, electronic documents (PDFs, e-contracts) are exempt from stamp duty, since the tax applies only to paper. This is a major reason many Japanese businesses are shifting to electronic invoicing and contracts.

Calculate Stamp Duty

Document Type

Contract / Receipt Amount (tax-inclusive, yen)

Consumption tax portion (only if separately stated, yen) * NTA No.7124 For Type 1, 2, and 17 documents, if the consumption tax amount is separately stated (e.g., "Consumption tax: XX yen"), that amount can be deducted from the taxable base (NTA No.7124). Tax-exempt businesses cannot claim this deduction — leave this field at 0. Also leave at 0 if tax is not separately itemized.

No contract amount stated

Apply reduced rate (for contracts created by March 31, 2027)

Tax-exempt receipt conditions (check if applicable)

Credit card payment receipt (no cash received)

Electronic format (PDF, email, etc. — not paper)

Non-business receipt (private transaction, etc.)

Receipts matching these conditions are exempt from stamp duty (NTA No.7105).

Stamp Duty ¥0

About Stamp Duty for Business Outsourcing Contracts

Business outsourcing contracts (業務委託契約書) are documents whose tax treatment varies dramatically depending on the nature of the agreement. Even with the same title, the classification depends on whether the content constitutes a work contract (請負) or a quasi-mandate (準委任), and whether it is an individual contract or a master agreement.

Three Classification Patterns

Pattern 1: Work Contract → Type 2 Document (taxed by amount)

Business outsourcing that promises the completion and delivery of a specific work product is classified as a work contract (Type 2 document). Tax ranges from 200 to 600,000 yen depending on the contract amount.

Example: Software development contract (delivering a system with specific features)
Example: Website development contract (delivering a specified website)
Example: Video/article production contract (delivering finished content)
Example: Translation contract (delivering translated documents)

Pattern 2: Quasi-Mandate → Tax-Exempt

Business outsourcing that promises the performance of specific duties without guaranteeing a finished work product is classified as a quasi-mandate and is exempt from stamp duty.

Example: Consulting agreement (advice and support, no deliverable guaranteed)
Example: Advisory/retainer agreement (ongoing counsel)
Example: Monthly system maintenance contract (bug fixes and operational support, no deliverable guaranteed)
Example: SES (Staff Engineering Services) contract (labor provision, no deliverable guaranteed)

Pattern 3: Type 7 Document (Master Agreement for Continuing Transactions) — Flat 4,000 yen

Not every "master agreement + individual order" structure qualifies as Type 7. Only contracts that meet all strict requirements of the Stamp Tax Enforcement Ordinance, Article 26 are classified as Type 7 documents at a flat rate of 4,000 yen.

Key requirements (Article 26, Paragraph 1 — the most common category):

The contract covers two or more continuing transactions of sales, sales entrustment, transport, freight forwarding, or contract work (請負). Consulting, SES, and quasi-mandate services do not fall under these categories
The contract specifies the type of subject matter plus at least one of: quantities, unit prices, payment methods, damages for breach, or resale prices
The contract term exceeds 3 months, or includes a renewal clause
The contract is between business operators

Classification Guide

The following is a rough guide only. Final classification depends heavily on the specific wording and content of each contract.

Is this a master agreement between business operators that meets all requirements of Article 26?
- Clearly yes → Possibly Type 7 (flat 4,000 yen). Confirm with a tax advisor
- No or unclear → proceed to next question
Does the contract promise the completion and delivery of a specific work product?
- Yes → Type 2 Document (work contract, taxed by amount)
- No → Possibly quasi-mandate (tax-exempt)

FAQ

Does the contract title determine the classification?

No — content determines classification, not the title. A "Consulting Agreement" that promises deliverable completion is taxed as a work contract. Conversely, a "Business Outsourcing Agreement" that is purely quasi-mandate is tax-exempt.

What about electronic contracts?

Tax-exempt. Business outsourcing contracts — widely used in SaaS and contract development — are an area where switching to electronic contracts yields significant savings.

→ Calculate stamp duty for other document types (real estate, construction, receipts, etc.)

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