Foreign-owned Taiwan branch de-registration and Liquidation procedures

To learn about the procedures and requirements for de-registering and liquidating a foreign-owned Taiwan branch, you can read the following information. It will give you a complete overview of the steps and documents involved.

Send an email to tpe4ww.elr@evershinecpa.com

Or call in Taipei Time Zone (GT+8)
Director Jerry Chu, USA Graduate School Alumni, and a well-English speaker
Mobile: +886-939-357-735
Tel No.: +886-2-2717-0515 ext. 103

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What is the logic of the dissolution and liquidation process for foreign companies in Taiwan?

Answer:
The dissolution and liquidation process of each country seems very complicated and difficult to understand at first glance.
In fact, to understand the dissolution and liquidation process of foreign companies, you need to understand the establishment process of foreign companies first, and you will find it clear and understandable.

When setting up a foreign company in Taiwan, you need to apply for company registration with the Department of Commerce of the Ministry of Economic Affairs or its authorized local competent authority.
Correspondingly, when deciding to close the company, you also need to report to the Department of Commerce of the Ministry of Economic Affairs.

After the company is established, you need to report to the National Taxation Bureau, obtain an income tax withholding certificate number, a business tax tax number, and obtain a labor insurance number from the Labor Insurance Bureau, open a bank account, import and export certificate number, etc.
Correspondingly, when closing the company, you also need through National Taxation Bureau to cancel the income tax number, business tax tax number, through Labor Insurance Bureau to cancel labor insurance number , to close bank account, to cancel import and export certificate number.

In addition to the cancellation of various certificate numbers, Taiwan also has a special liquidation process.
After the dissolution of a foreign company, a liquidator must be appointed.
The liquidator’s business is in accordance with the Civil Code.
The competent authority during the liquidation period is [the court], so after the dissolution begins to liquidate, it must be reported to [the court], and after the liquidation is completed, it must be reported to [the court] again.
During this process of canceling certificate numbers, relevant tax declarations,including two of Statutory audit reports issued by CPA Firm, must be attached in order to complete smoothly.

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How long generally it will spend to de-register and liquidate a foreign-owned Taiwan Branch?

Answer:
It generally takes about six months to apply for the de-registration and liquidation of a Taiwan branch.
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How many major procedures to de-register and liquidate a foreign-owned Taiwan Branch?

Answer:
Please refer to the following procedures:
1.
Submit an application for de-registration of Branch to the Taiwan Ministry of Economic Affairs
2.
Submit an application for de-registration of the Branch’s business registration and tax declaration to the Taiwan National Taxation Bureau.
2.1
Within 10 days from the day after the Taiwan Ministry of Economic Affairs approves the de-registration of the company,report and withhold the current salary, interest, rent, royalty and various income to the National Taxation Bureau, and report and issue withholding certificates.
2.2
Within 15 days from the day after the Taiwan Ministry of Economic Affairs approves the de-registration of the company,report and withhold the current business tax to the National Taxation Bureau.
2.3
Within 45 days from the day after the Taiwan Ministry of Economic Affairs approves the de-registration of the company,report and pay the corporate income tax for the current year (from January 1st to the date of de-registration) to the National Taxation Bureau.
It needs to attach statutory Audit report issued by CPA Firm.
3.
Report to the court for appointment of liquidator
Some company neglect this stage.
4.
The company handles various assets and liabilities clearing and liquidation, and reports taxes during liquidation period to Taiwan National Taxation Bureau .
It needs to attach statutory Audit report issued by CPA Firm.
5.
Report to court for completion of liquidation
Some company neglect this stage.
6.
Apply to bank for closing bank account.
7.
Apply to Taiwan International Trade Bureau for de-registration of import and export manufacturers.

8.
Apply to Labor Bureau for de-registration of Employer Insurance Account.

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Can you Describe the detailing contents on 1st procedure ” Submit an application for de-registration of the branch to the Taiwan Ministry of Economic Affairs “?

Submit an application for de-registration of Branch to the Taiwan Ministry of Economic Affairs.
After the de-registration of the company is approved, the Taiwan Ministry of Economic Affairs will issue a letter of approval for the de-registration.

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Can you Describe the detailing contents on 2nd procedure ” Submit an application for de-registration of the company’s business registration and tax declaration to the Taiwan National Taxation Bureau”?

Answer:

2.1 Within 10 days from the day after the Taiwan Ministry of Economic Affairs approves the de-registration of the company, report and withhold the current salary, interest, rent, royalty and various income to the National Taxation Bureau, and report and issue withholding certificates.

2.2 Within 15 days from the day after the Taiwan Ministry of Economic Affairs approves the de-registration of the company, report and withhold the current business tax to the National Taxation Bureau.

2.3 Within 45 days from the day after the Taiwan Ministry of Economic Affairs approves the de-registration of the company, report and pay the corporate income tax for the current year (from January 1st to the date of de-registration) to the National Taxation Bureau. It needs to attach statutory Audit report issued by CPA Firm.

After submitting an application for de-registration of the company’s business registration and completing the tax declaration to the National Taxation Bureau, the National Taxation Bureau will issue a letter of approval for de-registration of the company’s business registration.

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Can you Describe the detailing contents on 3rd procedure ” Report to the court for appointment of liquidator”?

Answer:
(1) The company elects a liquidator and reports to the court for appointment of liquidator, and submits documents for company liquidation application, and obtains a letter of approval for appointment of liquidator from the court. The application documents include a report statement, minutes of meeting of parent company, balance sheet, property inventory, etc.

(2) Only representatives or managers of branch offices in litigation and non-litigation matters can act as liquidators. The term of office of each liquidator shall not exceed six months. If you want to extend the liquidation period before expiration, you must file an application with the court before expiration. Each extension shall not exceed six months.

(3) Publish a notice of de-registration and liquidation of the company in Taiwan Daily newspaper for three days, and notify creditors by registered mail. Creditors must submit proof of claim documents to the company within three months from the date of announcement or within three months after receiving registered mail.

**Some company neglect this stage.

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Can you Describe the detailing contents on 4th procedure ”The company handles various assets and liabilities clearing and liquidation, and reports taxes during liquidation period to Taiwan National Taxation Bureau”?

Answer:

The company handles various assets and liabilities clearing and liquidation, and reports taxes during liquidation period to Taiwan National Taxation Bureau
(1) Within 15 days from the day after completion of liquidation, report and pay business tax during liquidation period.
(2) Within 30 days from the day after completion of liquidation, report and pay corporate income tax during liquidation period.
(3) After completing tax declaration during liquidation period, obtain a letter of approval for declaration during liquidation period from National Taxation Bureau. It needs to attach statutory Audit report issued by CPA Firm.
After completing tax declaration during liquidation period, National Taxation Bureau will issue a letter of approval for declaration during liquidation period.
If National Taxation Bureau’s declaration completion date during liquidation period may exceed court’s term of office for liquidator, then company must apply for extension with court.
Each extension must be extended once every six months.
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Can you Describe the detailing contents on 5th procedure ”Report to court for completion of liquidation”?

Answer:
Report to court for completion of liquidation
After completing tax declaration during liquidation period with National Taxation Bureau, apply to court for dismissal of liquidator and report completion of liquidation. Attachments include income statement, profit and loss statement, balance sheet, property inventory, remaining property distribution table and declaration form issued by Taiwan National Taxation Bureau during liquidation period. After obtaining court approval for registration, obtain a letter of approval for completion of liquidation report from court.

**Some company neglect this stage.

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Can you Describe the detailing contents on 6th procedure ” Apply to bank for closing bank account
“?

Answer:
Apply to bank for closing bank account.
After completing procedures such as liquidation, declaration and registration, apply to bank for closing bank account. The signatory (i.e., representative or manager in litigation and non-litigation matters or branch manager) must personally go to Taiwan to handle closing bank account matters.
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Can you Describe the detailing contents on 7th procedure ” Apply to Taiwan International Trade Bureau for de-registration of import and export manufacturers”?

Answer:
Apply to Taiwan International Trade Bureau for de-registration of import and export manufacturers.
If company is a trading company, it must apply to Taiwan International Trade Bureau for de-registration of import and export manufacturers.

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or
Contact us during office hours  (Taipei and China Time Zone)
Director Jerry Chu, USA Graduate School Alumni and a well-English speaker
Mobile: +886-939-357-735
Tel No.: +886-2-2717-0515 ext. 103

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(version: 2022/03)

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