Internal whistleblowing and the amended Whistleblower Protection Act

1. Internal whistleblowing and the scope of protection under the Act

When a report is made within a company, the company establishes what has been reported and checks whether the report amounts to whistleblowing under Japan's Whistleblower Protection Act (in this page, whistleblowing). At the point of receipt, however, it may not yet be clear whether the facts reported are facts subject to reporting or whether the conditions for protection are met, so a practice of not beginning the necessary information management or response until that question is settled is to be avoided. Not every internal report is whistleblowing under the Act, and whether it is changes both the duties owed by the business operator and the protection available to the person who reported.

Whistleblowing under the Act means that a person within the categories laid down by the Act, not for a wrongful purpose, informs one of the recipients laid down by the Act that a fact subject to reporting has occurred or is about to occur. The range of persons who may report, the range of facts subject to reporting and the types of recipient are all laid down by law. A report made to an internal consultation desk is therefore not whistleblowing under the Act if it does not meet these conditions. That said, the fact that a report does not amount to whistleblowing under the Act does not remove the need to check the facts. Whether protection under the Act applies and whether the business operator should investigate are separate questions.

Under the amended Act, the range of persons who may make a report is widened. Workers engaged in specified entrusted business, and former such workers who meet certain conditions, are added. This applies from December 1, 2026. It presupposes the statutory relationship between such a worker and the party for whom the services are performed, and not everyone connected with an outsourcing arrangement falls within it as a matter of course. Workers engaged in specified entrusted business include the individual business operators specified by law and also the representatives of certain corporations with a single officer. For former workers, matters such as the business entrustment relationship within the year before the date of the report are to be checked. For a company's own contractors, the question is whether the relationship falls within the definition laid down by law, not what form the contract takes.

From December 1, 2026, terminating a business entrustment contract, reducing the volume of transactions, suspending transactions and reducing remuneration because of a report that meets the conditions for protection are also prohibited. The person who makes the report is the worker engaged in specified entrusted business, whereas the party protected from disadvantageous treatment in transactions is the specified entrusted business operator; the two are distinct. The invalidity of dismissal and disciplinary measures in the case of workers, the presumption that applies within one year, and the direct criminal penalties do not carry over as such to the termination of business entrustment contracts.

2. Reporting channels, designated handlers and internal arrangements

The duty to develop internal policies, procedures and organizational arrangements is not created for the first time by the amended Act. Three points are to be checked: whether the company is of a size that brings it within the duty, whether designated handlers are designated in a way that is made clear to the individuals concerned, and whether there are arrangements that secure independence in relation to reports involving senior management.

A business operator that regularly employs more than 300 workers is under a duty to develop arrangements for responding appropriately to internal whistleblowing. For a business operator that regularly employs 300 or fewer workers, the provision is read with modifications so that this becomes a duty to endeavor to take the measure. The test is whether the number is more than 300, not 300 or more. The count is not limited to permanent employees and may include part-time and casual staff employed on a regular basis. Dispatched workers are counted both at the company to which they are dispatched and at the dispatching company. This duty existed before the amended Act comes into force, and it is not a matter of waiting until December 1, 2026 to begin.

Persons who carry out the work of responding to reports received through the internal whistleblowing channel and who are given information identifying the person who reported must be designated as persons engaged in the operations to respond to whistleblowing (in this page, designated handlers), by a method that makes this clear to the individual concerned. Under the new Guidelines, which apply from December 1, 2026, it is stated that, in addition to the fact of holding the position, the duty of confidentiality that goes with it and the fact that a breach may attract a criminal penalty are also to be made clear to the individual. For a business operator that regularly employs 300 or fewer workers, this likewise becomes a duty to endeavor to do so. Those to be designated are the persons who carry out the work of responding to reports and who are given information identifying the person who reported. The rules do not require that everyone involved in an investigation be designated as a matter of course. The company works out who is to be a designated handler and what range of information each of them will have access to, and keeps a record of the designations.

For reports received through the internal whistleblowing channel that involve senior management, measures are needed to secure independence from the member of management concerned, not only at the point of receipt but also in the investigation and in any corrective action. Under the new Guidelines, which apply from December 1, 2026, the same measures are required in relation to internal whistleblowing that does not come through the channel, and whistleblowing to an administrative agency or other external recipient, where investigation of the facts subject to reporting or corrective action is needed. For a business operator that regularly employs 300 or fewer workers, this is a duty to endeavor to do so. This widening of scope does not translate directly into a corresponding widening of the range of persons who are to be designated as designated handlers. Nor is this a provision requiring that the channel be outsourced in every case. Options such as using a reporting route to outside directors or to company auditors can be considered, according to the company's own governance structure.

3. Managing information after a report is received, and conduct that is prohibited

After a report is received, the investigation has to be taken forward at the same time as information identifying the person who reported is protected. Under the amended Act, conduct that obstructs whistleblowing and conduct aimed at identifying the person who reported are newly prohibited in express terms.

A designated handler, or a person who was a designated handler, must not disclose, without justifiable reason, information obtained in the course of the operations to respond to whistleblowing that identifies a whistleblower. A breach of this duty is subject to a fine of not more than 300,000 yen under the current Act, and this is maintained under the amended Act. What the provision covers is information that identifies a whistleblower; it does not mean that the same penalty-backed duty attaches to all information obtained in an investigation. Conversely, it does not mean that a person who has not been designated as a designated handler is free to share information without restriction. Not sharing information that identifies the person who reported beyond the minimum necessary, restricting access to records, and keeping track of whether the person who reported is suffering disadvantageous treatment are all measures required as part of developing internal arrangements. The same issues arise where a manager who is not responsible for the reporting channel receives a report. Because a person who was a designated handler is also covered, the duty does not end when the person leaves the role or the company.

Under the amended Act, it is prohibited for a business operator, without justifiable reason, to obstruct whistleblowing, for example by seeking an agreement not to make a report. An agreement or other juridical act made in breach of that prohibition is void. These are provisions that apply from December 1, 2026. Settlement terms and agreements signed on departure are to be checked for clauses that restrict reporting. Whether there is justifiable reason is judged on the particular circumstances.

Under the amended Act, it is prohibited for a business operator, without justifiable reason, to require a person to disclose that they are a whistleblower, or to engage in other conduct aimed at identifying a whistleblower. This is a provision that applies from December 1, 2026. What is prohibited is conduct aimed at identifying the person who reported; investigation of the facts subject to reporting themselves is not prohibited. The prohibition on searching for the identity of a whistleblower and the conditions for protection against dismissal and other disadvantageous treatment are not the same thing. Even where it is in issue whether an external report meets the conditions for protection, that does not by itself make a search for the identity of the person who reported permissible. In an actual investigation, however, checking the facts reported and inferring who reported them can come close together. Designing in advance whom to ask, in what order, and what to ask matters for this provision as well.

4. Personnel measures after a report and disputes over disadvantageous treatment

Where a personnel measure concerning an employee who has made a report is under consideration, the company checks, by reference both to the content of the measure and to its timing, whether the measure may be assessed as having been taken because of the report. The amended Act introduces a presumption for measures taken within a certain period.

Under the current Act, a dismissal on the ground that a worker has made whistleblowing that meets the conditions for protection laid down by law is void. The conditions for protection differ as between internal reports, reports to an administrative agency and other external reports. What has to be examined depends on which recipient the report was made to.

Under the current Act, it is also prohibited to demote a worker, reduce their pay, withhold their retirement allowance or treat them disadvantageously in other ways, whether they are currently or were formerly employed, on the ground of whistleblowing that meets the conditions for protection (under the amended Act, this is brought together with the provision on dismissal in a single provision). Separate provisions apply to dispatched workers and to officers. The scope of this prohibition and the scope of the criminal penalties introduced by the amended Act do not coincide. Not every form of disadvantageous treatment that is prohibited attracts a criminal penalty.

Under the amended Act, specified disadvantageous treatment such as dismissal that is imposed within one year from the day of whistleblowing is presumed to have been imposed because of that whistleblowing. This is a provision that applies from December 1, 2026. What the presumption covers is specified disadvantageous treatment such as dismissal. As a general rule the period runs from the day of the report; where the business operator took the measure after learning of a report made to an administrative agency or another external recipient laid down by law, it runs from the day on which the business operator learned of the whistleblowing. This is a presumption applied when deciding whether specified disadvantageous treatment such as dismissal is void; it does not create a presumption as to criminal liability. In practice, where the timing of a report and the timing of a personnel measure are close together, the question becomes whether the company has materials to hand showing the reason for the measure.

4-2. Transitional provisions of the amended Act: reports and personnel measures spanning the commencement date

Where a matter spans the commencement date, the day on which the report was made and the day on which the personnel measure was taken have to be checked separately. The supplementary provisions set the scope of application provision by provision, and whether the amended Act applies cannot be decided from the date of the report alone.

After the amended Act comes into force on December 1, 2026, provisions of the amended Act other than the penal provisions apply also to whistleblowing under the pre-amendment Act made before that date, except where the supplementary provisions provide otherwise (supplementary provisions of the amending Act). This does not mean that every internal report made before that date becomes whistleblowing under the amended Act. What is covered is whistleblowing under the former Act, and the individual transitional provisions in the supplementary provisions take precedence.

The provisions of the amended Act on the prohibition and invalidity of disadvantageous treatment apply to dismissals and other disadvantageous treatment imposed on or after December 1, 2026, and the previous provisions continue to apply to treatment imposed before that date. Accordingly, even for a report made before that date, the rules of the amended Act apply to a measure taken after it.

For the presumption, dismissals and measures other than dismissal are treated differently. Where a dismissal imposed before the commencement date meets the conditions of the presumption in the amended Act, the presumption that the dismissal was made because of whistleblowing operates in applying the pre-amendment provisions. The supplementary provisions apply the presumption in the amended Act, read with modifications, to the pre-amendment provisions, so the conditions such as the period and the day from which it runs remain.

By contrast, the presumption in the amended Act applies to disadvantageous treatment other than dismissal only where it is imposed as a disciplinary measure on or after December 1, 2026. The same presumption does not reach disciplinary measures imposed before that date. Nor can the presumption be extended across the board to transfers and similar measures that are not disciplinary measures.

As to the penal provisions, the previous provisions continue to apply to acts done before December 1, 2026. Newly created penalties do not apply retroactively to acts done before that date. The same is true where the supplementary provisions provide that the previous provisions continue to apply. Here too, the position cannot be determined from the date of the report alone.

The provision of the amended Act rendering agreements not to make a report void applies to juridical acts done on or after December 1, 2026, and does not apply to juridical acts done before that date. However, an agreement made before that date is not always valid; an assessment in terms of public policy remains separately available. The general prohibition on obstructing whistleblowing and the invalidity of juridical acts are to be checked separately. Special rules are set out in the supplementary provisions for dispatched workers and for requests for reports and recommendations made before the commencement date.

5. Administrative measures and criminal liability

The amended Act puts in place a framework for administrative correction and criminal penalties. What lies beyond a recommendation, however — an order, or only publication — differs according to the type of duty. Because the administrative tools and the legal risk on breach differ, each duty is to be examined separately.

A person who, in breach of the amended Act, dismisses a worker or imposes disadvantageous treatment as a disciplinary measure because of whistleblowing is liable to imprisonment for not more than six months or a fine of not more than 300,000 yen. This is a provision that applies from December 1, 2026. The specified disadvantageous treatment such as dismissal that is covered consists of dismissal, and of disadvantageous treatment other than dismissal where it is imposed as a disciplinary measure. A disciplinary measure here means a sanction provided for by the business operator in its work rules or in the employment contract. Dismissal includes ordinary dismissal and is not limited to disciplinary dismissal. For measures other than dismissal, on the other hand, what is covered is treatment imposed as a disciplinary measure. Transfers and similar measures that are not imposed as disciplinary measures are distinct from the scope of this criminal penalty, but that does not mean that the prohibition on disadvantageous treatment because of whistleblowing does not reach them.

Where a representative of a corporation, or an employee or other person acting for it, commits this offense in connection with the business of the corporation, the corporation may, in addition to the person who committed the offense being punished, be liable to a fine of not more than 30 million yen. This does not apply to the national government or to local governments. That said, the fact that a breach has occurred within a company does not by itself determine that the corporation will be punished.

From December 1, 2026, a business operator found to be in breach of the duty to designate designated handlers may be given a recommendation to correct the breach. Where a person given a recommendation fails, without justifiable reason, to take the necessary measures, the authority may order that the measures necessary for correction be taken, and where an order is made, the authority may publish that fact. A business operator that regularly employs 300 or fewer workers is under a duty to endeavor to designate designated handlers, and so is not subject to an order or publication on the ground of breach of the duty to designate. It may, however, be subject to advice, guidance or a recommendation, or to a request for a report, in relation to performance of that duty to endeavor.

By contrast, a business operator in breach of the duty to develop internal arrangements may, having been given a recommendation, have that fact published if it fails, without justifiable reason, to take the measures covered by the recommendation. There is no provision for an order in relation to breach of the duty to develop internal arrangements. The recommendation, order and publication regime for breach of the duty to designate designated handlers and the recommendation and publication regime for breach of the duty to develop internal arrangements need to be kept apart as separate mechanisms.

6. Reviewing and operating the system, and how we assist

Keeping arrangements in a state in which they are actually used is harder than setting them up. The amended Act states expressly, as a measure required by law, that the arrangements are to be made known.

Under the amended Act, making the internal whistleblowing response arrangements known to workers and others is expressly stated in the Act as a measure to be taken by a business operator. This is a provision that applies from December 1, 2026, and for a business operator that regularly employs 300 or fewer workers it is a duty to endeavor to do so. Because the Guidelines in force before that date also include measures on education and making the arrangements known, it does not follow that making them known is unnecessary before the commencement date.

The internal whistleblowing response arrangements are to be evaluated and reviewed periodically and improved where necessary. The new Guidelines apply from December 1, 2026. The Guidelines do not prescribe a uniform number of reviews or interval between them, so the company works out the timing, the method and the person responsible for periodic evaluation and review, according to its own size, risks and operating experience. Keeping a record of when, by whom and what was checked provides the starting point for the next review.

A business operator is also restricted in claiming damages from a person who reported on the ground of loss suffered as a result of whistleblowing that meets the conditions for protection laid down by law. Loss caused by the act of reporting and loss caused by separate conduct are to be examined separately. In addition, even where a report does not meet the conditions for protection under the Whistleblower Protection Act, it does not follow that dismissal or a claim for damages is permissible; an examination under the general principles of the Labor Contracts Act and of abuse of rights remains.

We assist business operators with developing and reviewing internal whistleblowing arrangements, with the response after a report is received, and with the legal analysis of personnel measures in light of the protection of persons who report, to the extent of the instructions we are given. Which work we take on — developing arrangements, operating the reporting channel, internal investigations and so on — is settled case by case.

Key legislation and official sources

English translations of legislation are provided for reference. The Japanese texts are authoritative.

Where it appears	Legislation	Source type
Scope of whistleblowing and persons who may report	Whistleblower Protection Act（公益通報者保護法）	Japanese legislation / English translation
Duty to develop internal arrangements and to designate designated handlers	Whistleblower Protection Act（公益通報者保護法）	Japanese legislation / English translation
Measures to be taken by business operators (current and new versions)	Guidelines on the measures to be taken by businesses under the Whistleblower Protection Act（公益通報者保護法に基づく指針）	Official guidance
Confidentiality of information identifying a whistleblower, and the fine for breach	Whistleblower Protection Act（公益通報者保護法）	Japanese legislation / English translation
Prohibition of dismissal and other disadvantageous treatment; presumption within one year	Whistleblower Protection Act（公益通報者保護法）	Japanese legislation / English translation
Limits outside the Act on dismissal and claims for damages	Labor Contracts Act（労働契約法）; Civil Code（民法）	Japanese legislation / English translation

Legal information reviewed: 2026-09-18

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This article is provided for general informational purposes only and does not constitute legal advice on any specific matter. Please consult us regarding your specific situation. The content is based on the laws and regulations in effect as of the date of the last update.