Japan: keeping an electronic contract as a tax record

The short answer: keep the electronic contract as data

Japan's Electronic Books Preservation Act calls exchanging electronically what is usually written on an order form, contract, delivery note, receipt or quotation an "electronic transaction" (Article 2(5)) and makes sole proprietors and companies with income or corporation tax records keep that information as data (Article 7). Contracts are named in the provision.

A freelance designer who signs a client's service agreement through an e-signing service, or as a PDF attached to an email, holds data to keep. The NTA's Q&A treats an employment contract exchanged through a cloud service the same way; an NDA with no amount is safest kept likewise.

The retention period comes from the income and corporation tax rules

The Act sets no period itself: the data is kept for the period, and at the place, the tax laws would require had it arrived on paper (Enforcement Regulations, Article 4(1)).

The NTA's Q&A table gives a company seven years for documents as the rule, ten for a business year with a loss carried forward, from the day after that year's filing deadline; a sole proprietor on a blue return keeps invoices, quotations, contracts and delivery notes five years, books and financial statements seven. Check your category there.

Two groups of requirements: authenticity and visibility

Authenticity needs one of four measures: receiving data that carries a timestamp; adding one within roughly seven business days of the exchange; exchanging and storing the data in a system that logs or blocks edits and deletions; or adopting, following and keeping written rules against unjustified edits and deletions. Without a dedicated system the last is practical; the NTA publishes samples.

Visibility means prompt, orderly, legible display and printing, and searching by date, amount and counterparty. If you can hand the data over on request in an audit, range and combined searches are not required, and a business with sales of 50 million yen or less two years (or business years) earlier, or able to present printouts sorted by date and counterparty, needs no search function.

A contract received by email or through a signing service

For a contract that arrived as a PDF attachment, keep the attachment, and the email body if it carries transaction details; readable only in the mail program is not enough; store it where it can be searched. If the counterparty also hands over an identical paper original agreed to be authentic, the paper is enough.

An exchange through an e-signing or cloud service is also an electronic transaction. Leaving the data on the service or downloading it are both accepted if the destination meets the authenticity and visibility requirements. Keep the completed PDF yourself until the retention period ends, in case the service closes or keeps files for less time; re-typing the contents does not count.

Printing it out is no longer enough

The 2021 tax reform abolished keeping a printout instead of the data from 1 January 2022; the leniency allowing printouts alone for an unavoidable reason covered transactions up to 31 December 2023 and ended that day.

From 1 January 2024 a grace measure applies instead: where the tax office head accepts a reasonable ground, such as a staff shortage (no filing needed), and you can hand over the data and present printouts on request in an audit, keeping the data suffices even if requirements are unmet. Keeping only a printout and deleting the data is not allowed, and data kept short of the requirements can put a blue-return approval at risk; the optional digital seamless scheme from 1 January 2027 changes none of this.

What QuoteBill does here, and a storage checklist

QuoteBill E-Contracts creates a simple electronic signature with an audit trail: the signature certificate is QuoteBill's own record, and anyone can check the evidence file. It is not an advanced or qualified electronic signature, does not verify who signs, is neither an accredited timestamp service nor a retention system certified for any law; nothing here is legal or tax advice. Tax-law storage is yours; once a contract completes:

• Download the signed PDF with its certificate and the evidence file; the counterparty does the same.
• Name files date_counterparty_amount, such as 20260115_Kasumi Shoten KK_110000; with no amount, use a blank or 0.
• File them by counterparty or year, with a backup elsewhere.
• Adopt handling rules from the NTA sample that forbid edits and deletions as a rule.
• Once a year, test that you can hand over the data and show it on screen or paper promptly.

Sources

• e-Gov Law Search: Act on Special Provisions concerning Preservation of National Tax-Related Books and Documents Prepared by Computer (Articles 2(5) and 7)
• e-Gov Law Search: Enforcement Regulations of the Act (Article 4, electronic transaction data)
• National Tax Agency: Electronic transactions under the electronic preservation system (Q&A and leaflets)

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