"A guide to navigating Japan's exotic legal-eagle menagerie"
This article in the Japan Times provides an excellent overview of the legal profession in Japan.
"A guide to navigating Japan's exotic legal-eagle menagerie"
Parties to the Agreement
First the translator (or their client) needs to decide how they are going to handle 甲乙丙.
While often used in boilerplates, “Party A” and “Party B” should be avoided wherever possible. In a long contract it can often be difficult to remember which party is A and which is B so if the name of the companies involved are known then these should be your first choice. Depending on the type of contract, Lessor – Lessee, Licensor – Licensee, Buyer – Seller, Company – Employee, etc. are also acceptable.
Only when the name of the company or their status in the contract is unknown and there is no other option available should you resort to Company A – Company B or First Party – Second Party.
I’ve noticed that some translators use block capitals letters for company names or the status of the parties involved. This is not standard practice in English language contracts, is unnecessary, and should be avoided. Since the parties are defined terms however, using capitals for “Lender”, etc. is standard practice.
When writing prose it is common to write single digit numbers, i.e. one to nine out in full and to write numbers larger than 10 in numerals. The same is true with contracts, although it is not unusual to see numbers larger than 10 written out in full too. Numbers are usually followed by their numerical equivalent in parentheses. There is no legal requirement per se for this practice however it ensures that confusion, misreading, and misunderstandings are avoided.
In English speaking countries it is common to use a comma in larger numbers (e.g. 10,000).
However, you may wish to note this:
“In Continental Europe the opposite is true, periods are used to separate large numbers and the comma is used for decimals. Finally, the International Systems of Units (SI) recommends that a space should be used to separate groups of three digits, and both the comma and the period should be used only to denote decimals”
Taken from: http://www.dailywritingtips.com/10-rules-for-writing-numbers-and-numerals/
This means that in some countries “10 000 or 10.000” might be more widely used, so if looks like one of the parties involved might be located in a non-English speaking country, then writing numbers out in full with serve as a way of avoiding misunderstandings.
Be sure to use half-width characters for the yen sign in the file corrupts on your clients computer and the character becomes garbled (often as a “\”).
When in doubt use “yen” or “JPY”: 10,000 yen or 10,000 JPY.
Monetary amounts are sometimes written out in full too: “one million one hundred thousand yen (￥1,100,000)”. However, with the Japanese monetary system, numbers get large very quickly and writing “three million six hundred thousand yen (3,600,000 JPY)” can slow the reader down.
Whether you decide to write numbers larger than 10 out in full is ultimately your decision, and once you have made your decision be sure to be consistent, especially throughout the same document!
Opening and closing phrases
Japanese contracts normally start something like this:
A standard translation for this is:
This agreement (hereinafter referred to as this ‘Agreement’) is made and entered into by and between __________ (hereinafter referred to as the ‘Company AAA’) and __________ (hereinafter referred to as the ‘Company BBB’) as follows with respect to ________.
Japanese contracts normally end something like this:
This can be translated:
In witness whereof, the parties hereto have caused this Agreement to be executed by their representatives in duplicate, each party retaining one (1) copy thereof respectively.
Variations used in contracts found on the internet include:
IN WITNESS WHEREOF, each of the parties set out below has caused this Agreement to be duly executed by its respective, duly authorized officer as of the date first above written.
IN WITNESS WHEREOF, the parties have entered into this Agreement on the dates set forth below.
IN WITNESS WHEREOF, the parties hereto have duly signed this Agreement as of the day and year first above written.
IN WITNESS WHEREOF, the parties to this Agreement by their duly authorized representatives have executed this Agreement as of the date first above written.
IN WITNESS WHEREOF, each of the undersigned has caused this Agreement to be duly executed and delivered in the location set forth below its signature by its proper and duly authorized officer as of the date hereof.
However, as mentioned in Introduction to Translating Contracts, contracts written in English tend to include the date in the opening paragraph but since we are concerned with translating contracts written in Japanese, which tend to write the date at the end of the contract, more often than not the phrase “as of the date first above written” cannot be used in the closing sentence. It is important to check the Japanese and adjust the phrases appropriately.
Using a seal (はんこ) is a common practice in Asia but not in Europe or America. (In Hong Kong such seals are referred to as “chops”.)
Clients often ask questions when they can see記名押印 in the original but cannot see a word equivalent to sign or seal in the translation. “Execute” includes the meaning “sign” thus adding “sign, stamp their seal” is unnecessary.
The following is an example of a closing sentence that can be used in such circumstance:
In witness whereof, the parties hereto have caused this Agreement to be executed by their representatives in duplicate, by affixing their signatures and/or [registered] seals, and each party shall retain one (1) copy thereof respectively.
_ For some reason in Japan there is a tradition of translating 反社会的勢力 as “anti-social forces”.
Perhaps to avoid overtly saying “Japanese mafia” (yakuza)?
Or perhaps many moons ago someone who didn’t know better broke up the phrase into 反社会的 and 勢力, looked each term up in a dictionary (eijiro?), and came up with “anti-social” and “force”, then combined them into “anti-social forces”.
To be honest, I haven't been able to find the origin of the phrase.
For whatever reason, the term has stuck in Japan and even the respected Kenkyusha Online Dictionary lists the English as “anti-social forces”.
However, as has once again been demonstrated recently in the Olympus case, the term “anti-social forces” makes little sense to those outside Japan.
A quick Google search reveals that all instances of the term refer to Japan, or the English version of Japanese corporate websites:
Many news sources, qualify the phrase:
“…had indirect ties to "anti-social forces" -- a common euphemism for organised crime.”
“…Fujitsu now says he was warned about his dealings with "anti-social forces". The phrase is widely seen as a euphemism for organised crime.”
This site notes that it is “…a term used by Japanese law enforcement and regulatory agencies to refer to any group of criminals, including Japan’s yakuza.”
The fact that all overseas new articles clarify the term should be enough to make us sit and up and take note, since, despite the popularity of the phrase in Japan, it obviously has no currency outside of Japan.
This alone should encourage those who insist on using the term to stop and chose a different term, such as “organized crime”.
At present there are in fact no instances of “anti-social forces” on the Japanese Law Translation site.
While there are instances of the term on the Financial Services Agency website, at this point in time (i.e when there is no “official” translation in the Standard Legal Dictionary) when translating a legal document, especially one for use overseas, translators should not feel compelled to translate反社会的勢力 as “anti-social forces”, or should at least consider adding a translators note explaining exactly what the term refers to.
Incidentally, on the Japanese Law Translation site, 暴力団 has been translated as both “organized crime group” and “crime syndicate”, while 暴力団員 has been translated as “organized crime group member”, “crime syndicate member” and “member of a crime syndicate”.
Many people assume that, because they are a legal document, contracts are written by lawyers. In actual fact, in Japan, anyone can write a contract.
In recent years I’ve noticed that the Privacy Policies posted by companies on their websites can be a real mishmash of different policies, copied and pasted to create a final document that, while covering all the issues the company wishes to cover, completely lack consistency in terms of style and terminology. Often it is the translator who first notices this!
The format and style of contracts varies from country to country and Japanese contracts have their own unique format and style. For example,
To solve this issue, let’s first consider why the contract is being translated.
For example, one of the parties may be a foreign affiliated company or a Japanese company with foreign executives who want to know what is written in the contract.
Or one of the parties may have merged or been taken over by an overseas affiliate and the new parent company wishes to know what is written in the contract.
* Following M&A, you may be asked to translate contracts written many years ago which can only be provided on paper, or as PDFs of photocopied and scanned documents. Such contracts are especially challenging if the executives who signed the contract are no longer working for the companies involved and there are no hints on the Internet regarding the way to read the names of such executives.
So in most cases, it would be fair to assume that the contract is being translated for reference purposes – to enable those concerned to understand the details, rights and duties contained in the contract.
Of course, that doesn’t mean that the translator can translate the contract any old way.
However, it does mean that the translator is under no obligation to rearrange the format and layout to resemble a contract written in English.
Personally I would go so far as to say that translators should not alter the format (such as moving the date and address to the opening paragraph) as the original Japanese and translated version may be used side-by-side in negotiations or meetings and changing the format may confuse the situation and slow down meetings.
Naturally contracts written in Japanese are based on Japanese law and therefore translations of such contracts cannot be used overseas as-is. Any company wishing to use the contract overseas should consult with a lawyer in the country in which they wish to use the contract and have the contract rewritten pursuant to the laws of that country.
To be contd.
The Japanese Law Translation Website can be used in a number of ways.
This article describes some ways of using the site which I find useful.
The site offers three main search functions:
Dictionary Search, and
Keyword in Context Search.
The Law Search Function
The Law Search function enables users to find the “official” names of legislation.
Here I recommend using the site in Japanese for reasons which will soon become apparent.
When using this function be sure to check the “include the title of untranslated law” (未翻訳法令の法令名を含む) box since in many cases, titles have been translated while the text of the act has not be translated.
Let’s assume you wish to find the translation of the “個人情報の保護に関する法律”, an act of great important to those working in the legal field, including translators:
If, when using the English version of the site, you enter個人情報の保護に関する法律 into the search box, check the box for untranslated laws and click the search button, roughly 20 hits in English, spread over several pages will appear. However, it is not immediately apparent which result refers to the個人情報の保護に関する法律. In fact there is only true search result, the others are all acts which include references to the個人情報の保護に関する法律, but without the Japanese in the search results it is not possible to tell which act listed is the translation of the 個人情報の保護に関する法律.
However, doing a similar search using the Japanese version of the site results in a list of acts in Japanese, one of which is the 個人情報の保護に関する法律 and clicking on the link will take you to the translation of the act and the English title “Act on the Protection of Personal Information”.
** Remember to check the “untranslated” box when doing a search **
So what happens when you search for an act that has not yet been translated?
The following is an example of a time consuming way to search for the title of an untranslated act:
Searching for the水道法 without checking the “untranslated” box yields a few results, none of which are the水道法. However, click on one of these acts and you will see 水道法 highlighted towards to the top of the page next to a 索キーワードのハイライト表示 box. Checking the box and clicking 次ヒットon the right of the screen takes you to a reference to the 水道法 where the English title can also be found…
....This is a long-winded way of using the site.
Searching again with the未翻訳法令の法令名を含む box checked yields the 水道法 together with an exclamation mark which indicates that the act has yet to be translated, click on the link and you will find the English title, “Waterworks Act”.
*** Note that references to other legislation in the text of an act are included as hyperlinks enabling users to jump to the act in question. ***
The Dictionary Search Function
This function allows users to search the Standard Legal Terms Dictionary and includes hyperlinks to acts which use the terms searched.
The Keyword in Context Search Function
When searching for terminology, as opposed to the names of acts, this search function is more useful than the Dictionary Search function as it yields more results, including results which do not appear when searching the dictionary AND gives contextual examples of use, together with the Japanese title of the act in which the term appears.
Important Recent Changes in Legal Translation
Visitors to the site will notice the shift away from “Law concerning…” to “Act on…”.
This is possibly the most significant change to take place in recent years, and one which is particularly important for translators to note!
Some of the translations of laws that appear on the site do not read that well to a native English speaker. However, as the translations are the most “official unofficial” translations that are ever going to be published it would be foolish not to make use of them.
While the translation of legislation MUST comply with the style and terminology found on the site, a certain amount of discretion can be used in terms of grammar and style, depending on the context, when translating non-legislative legal documents.
It would be prudent however to use the terminology found on the site.
* I certainly would not recommend using your own translation of the names of acts for which an English title can be found on the site *
The ability to refer clients to the site when questioned about use of terminology is another one of the more useful aspects of the site!
The Ministry of Justice’s Japanese Law Translation site can only be described as most significant recent development in the field of Japanese/English legal translation.
Unlike other countries, Japan has been very slow to make translations of their laws available to the general public. While some may argue that the number of foreigners in Japan does not warrant spending large amounts of money translating legislation, in fact, translations of key laws assist in opening up Japan to businesses interested in entering the Japanese market. This is especially true when we consider that contracts being entered into by Japanese corporations are governed by the laws of Japan, and that parties to contracts need to be able to access such laws so as to ensure they do not violate them!
The tardiness of the Japanese government to realize the importance of such translations is disappointing, but the fact that the government is now backing this project is reassuring. For the sake of Japan’s economy I hope that the government sets about working on translations into other languages in the near future.
The Japanese Law Translation site is essential reading not only for those translating legislation and other legal documents, but also for translators involved in other fields who translate documents which cite laws.
Putting aside some of the strange English used on the site, it is a wealth of valuable information and it is not too late for legal translators who were previously unaware of it, or who have, up until now used terms that differ from those recommended, to start using the terms and information included in the site.
First time visitors to the site might want to start by reading the help file which gives lots of hints on how to use the site effectively and includes details of information contained in the site.
Visitors might then want to download the latest version (updated annually) of the Standard Bilingual Dictionary – downloadable in PDF form from the dictionary search tab. Sections I and II include guidelines for translating legislation (note the preference for American English and desire to avoid Romanized Japanese), while the “special volume” (特別編) is essentially an 11 page style guide.
Existing translations of Japanese laws can be viewed in various formats on the site (I recommend the Japanese-English comparison table format when you want to copy/paste relevant quoted parts) and can also be downloaded.
As stated on the site, translations are not “official” but for reference purposes. However, given that the site is managed by the Ministry of Justice, the translations here are about as official as they are ever going to be, and should be used with confidence when searching for translations of excerpts of legislation in documents you may be translating.
The site is a mine of information including future translation plans, links to government sites, and a section entitled “Other English translation data” which provides translations of government organizations and job titles.
The next article will include more information on the Japanese Law Translation site and my own tips for using the site.
Back in 2010 I wrote that, given worldwide migration trends the demand for legal translations is expected to increase in the future. Since then Japanese has experienced a major natural disaster and the number of foreigners visiting, living and working in Japan has undeniably decreased.
I see this as a temporary situation and stand by my view that demand for legal translations will remain strong, given that legal documents form an integral part of our daily lives - we are all parties to all kinds of contracts, ranging from lease agreements, employment contracts or the latest version of software downloaded from the Internet.
On an individual level, translations of legal documents such as family registers, employment and graduation certificates, and criminal records, etc. are required during the visa application process when Japanese nationals travel abroad, and the predicted rise in the number of foreigners residing in Japan will likely result in an increase in both perpetrators and victims requiring the assistance of both translators and interpreters.
On a corporate level, Japanese companies involved in importing and exporting, Japanese companies entering overseas markets, foreign companies investing in Japan, and Japanese companies employing foreigners are all likely to require translation services at some point in time.
Many argue that Japan is no longer an economic force to be reckoned with and that China is the market of the future. While foreign companies looking to invest overseas may well look elsewhere, companies that have already set up operations in Japan cannot just uproot and leave, and Japanese companies looking to survive in the long term are likely to consider moving operations overseas or exporting their products.
The Art of Legal Translation is a series of articles relating to Japanese to English legal translation, based primarily on the “Nuts and Bolts of Legal Translation” series I wrote in Japanese for the Hi Career website between May 2010 and March 2011.