(1) Type of Company Commonly used by foreign investors

 

A foreign company may apply to establish a branch office in Taiwan to conduct general business activities such as trading, sales, agency, marketing and consulting services.

 

(2) No distinct legal identity

 

In general,a Taiwan branch office of a foreign company does not have an independent legal personality. Establishing a branch in Taiwan theoretically subjects the foreign head office to the jurisdiction of the Taiwan courts

A branch office does not have shareholders, directors or supervisor(s). The foreign head office shall appoint an individual as its agent for litigious and non-litigious matters and a branch manager. The same person may be designated as both the litigious and non-litigious agent and branch manager, or two different individuals may be designated. In either case, the designated agent and the branch manager receive all instructions from the foreign head office.

 

(3) Name Approval Required

 

Pre-approval is required for use of a name. It is possible to reserve a name of a proposed branch. It is essential to check that there is no similar or identical name on the register, which would prevent the company being incorporated.

 

(4) Registered Capital

 

There is no capital requirement for the registration of branch office in Taiwan. However, we suggest you to have NT 500,000 as capital so as to meet your operation after incorporation.

 

The amount of registered capital so contributed/deposited should be audited by a firm of certified public accountants. This is so called capital contribution verification.

 

(5) Litigious and non-litigious agent

 

A branch is required to have an litigious and non-litigious agent. The agent must be a natural personal and can be any nationality.

 

(6) Manager

 

A branch is required to appoint manager and full details of that person must be filed with the Taiwan government. The manager must be a natural personal and can be any nationality.

 

(7) Registered Office/Business Address

 

A company must maintain a business address in Taiwan where the correspondence from Taiwan Government can be served and business is carried out.

 

 

 

(1)  Lease of Office Space

 

Firstly, the parent company will have to enter into a tenancy agreement in relation to the office space to be used by the branch office. The office must be located in a commercial building.

 

(2)  Legalisation of Identity Documents of the parent company

 

The parent company is also required to arrange to have the identity documents, such as Certificate of incorporation and Articles of incorporation and bylaws (including all amendments to-date) of the parent company legalised by the Taiwan Embassy in the country where the parent company is registered.

 

(3)  Legalization of Board Minutes, Power of Attorney appointing the company’s

litigious and non-litigious agent and Power of Attorney appointing the branch

manager

 

The parent company is also required to issue and have the Board Minutes, Power of Attorney appointing the company’s litigious and non-litigious agent and Power of Attorney appointing the branch manager legalised by the Taiwan Embassy in the country where the parent company is registered.

 

 

Other Documentation

 

The parent company at the same time needs to prepare other documents, such as photocopy of passports and address proof of the Agent and Manager.

 

2.2  Application for Registration of the branch

 

(1)  Name Search and Reservation

 

The registration process of a branch starts with name availability search. The name of the branch should follow the format:

Country name of the parent company + Name of Country where the parent company is registered + Taiwan branch

 

For example: 香港商啟源商務諮詢有限公司台灣分公司

 

We will perform a name availability search with the Ministry Of Economic Affairs, R.O.C and confirm with you their availability.

 

Should the search indicates that the preferred company names are available for registration, we then apply for the reservation of the preferred name

 

 

As for the timing of approval, Ministry Of Economic Affairs is required to make its decision within 10 workings days from receipt of all the documentation. 

 

(3) Opening bank account and capital verification

 

Once obtaining the approval from Ministry Of Economic Affairs, the person in charge of the branch is required to visit Taiwan for the purpose of account opening.

 

Once the account is opened, the parent company need to deposit the capital into the bank account in the name of the branch according to Taiwan laws and regulations. After the payment, the bank will issue you remittances memo(買匯水單) and inward remittance notification. You are required to provide the same to us for arranging capital verification for you.

 

According the regulation, the branch shall employ an accounting firm registered in Taiwan to verify the capital and issue a capital verification report. The capital verification report shall be submitted to the Taiwan government for filing.

 

 

Once after the capital verification report is filed and approved, we will apply for various certificates with the following government departments:

(a) Application for Business Licence;

(b) Perform State Tax Registration;

(d) Application for Approval and Carving of Company Seals

 

 

It is estimated that the whole registration process would take around 1.5 months. The table below shows the estimated time frame for each of the steps for the registration process.

 

4.1  Registration Costs

     On the basis that:

    (1) we prepare most of the documentation;

    (2) the application process proceeds smoothly, and no additional permit is required , our costs are USD 2,200 (tax exclusive). 

 

4.2  Translation Costs

 

Our service charge stated in Section 4.1 does not cover translation costs for translating the documents of the parent company from English to Chinese. As required by the regulations, the legalized incorporation document of the parent company is required to be submitted for incorporation. If this document is in English, you are required to provide us with Chinese translation. We could arrange the translation on your behalf and the translation cost will be billed separately.

 

 

Our fees quoted above do not cover the legalisation of (1) incorporation document, (2) Board minutes, (3) Power of Attorney for appointing litigious and

non-litigious agent and (4) Power of Attorney for appointing branch manager

of the parent company. All the said documents of the parent company are required to be legalised by the Taiwan Embassy in the country where the

parent company is registered. If the company applying to set up the branch in Taiwan is a Hong Kong company, we can assist you to arrange the legalization and our legalisation charge is USD 1,200. 

 

4.4  Official Filing Fees

Our service fees stated in Section 4.1 above also does not cover any official registration filing fees. The official registration filing fees is around USD 70.

 

4.5  Agent Service

A limited company in Taiwan is required by the Company Law to appoint a local agent. The local agent can either be a local Taiwanese or foreigner who resides at Taiwan with valid residence permit. We could provide our service for acting as local agent and our charge is USD 850 per annum.

 

4.6  Registered Office Service

Please note that office space is required for Taiwan company.  If you want to

engage our registered office service, we will have service charge of USD 1850 per annum.

 

4.7  Establishment of corporate account

USD425. Please note that the physical presence of the director of the Taiwan Company in bank meeting is required.

 

4.8  Import and Export Card

If you intend to conduct import and/or export business in Taiwan, you are required to apply for Import and Export Card with Ministry Economic Affairs. Our charge for applying the license is USD 260. It will take around 2-3 working days to get the approval of the license

 

 

The following documents and materials needed to be prepared by the application before submitting an application for registration:

 

1)  1 legalization document of the incorporation document of the parent company (i.e. Certificate of Incorporation and/or Registration Certificate and Articles of incorporation and bylaws ). The incorporation document shall be legalised by the Taiwan Embassy or Consulate in the country where the parent company is registered;

2)  1 legalized Board Minutes by the Taiwan Embassy or Consulate in the

country where the parent company is registered;

3)  1 legalized Power of Attorney appointing the company’s litigious and

non-litigious agent by the Taiwan Embassy or Consulate in the country where the parent company is registered.

4)  1 legalized Power of Attorney appointing the branch manager by the

Taiwan Embassy or Consulate in the country where the parent company is registered;

5)  1 original Tenancy Agreement of the office to be used by the proposed

branch;

6)  An agreement consent to use the property issued by the house owner;

7)  Photocopy of Property Duty- pay tax receipt;

8)  Copy of property ownership certificate;

9)  The passport copy and address proof of the litigious and non-litigious agent;

10) The passport copy and address proof of the manager;

11) The Chinese name of the proposed branch;

12) The capital amount for operation of the branch;

13) Description of business scope of the branch;

 

If anything stated above needs to be clarified, please feel free to contact us.

 

 

 

Summary of costs related to the registration of a branch in Taiwan:

 

 

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