Q&A about setting up foreign-owned Limited Liability Company in Taiwan

WFOE Registration, Work Permit, Special Industry Permit application like MLM, FDA, RA, Medical Devices etc. According to Taiwan Regulations, we need to do KYC (Know your client) before engagement with your assignment.

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Drafted by Dale Chen 20230403 v1
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Taiwan Foreign-funded Limited Liability Company

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Taiwan – Organizational Structure of Foreign-funded Companies

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What are the types of Foreign-funded Companies in Taiwan?

Foreign-funded companies in Taiwan can be classified into 3 types:

  1. Branch Office
  2. Company Limited by Shares
  3. Closed-held company
  4. Limited liability company
  5. Limited Partnership
  6. Representative Office:

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What are the procedures for setting up the Foreign-funded Limited Liability Company in Taiwan?

  1. Choose a company name and conduct a name search with the Taiwan Ministry of Economic Affairs.
    1.1 If any of the shareholders is a foreign national, it must apply with the IC for foreign investment approval (FIA). Then the shareholders must subscribe for the shares and pay the subscription price.
    1.2 For a company with more than one shareholder, the promoters are required to convene a shareholders’ meeting to elect the director(s) and the supervisor(s). If a company has only one corporate shareholder, the sole shareholder must appoint representatives to act as the director(s) and supervisor(s).
    1.3 The director so elected or appointed must then hold a board meeting to elect a person from among them to serve as the chairman of the board.
  2. Prepare the company’s articles of incorporation and other required documents, including a feasibility study, a capital verification report, and a power of attorney if applicable.
    2.1 Within 15 days after the chairman is elected, the company must apply for incorporation registration with the Ministry of Economic Affairs (MOEA) for approval.
  3. Open a bank account in Taiwan and remit the capital from abroad.
  4. Proof of its capital deposit, to verify that it has deposited the minimum required capital into the company bank account. These documents need to be verified by a qualified accountant or lawyer to ensure the legality and authenticity of the funds.
    The verification process typically involves checking the company’s bank account transaction records, issuing capital verification documents, and signing the capital verification certificate. The capital verification certificate usually needs to include information such as the company name, registered address, capital amount, and verification date to prove that the company has deposited the required capital and is following legal requirements.
    4.1 After the capital verification certificate has been signed, the applicant needs to submit it to the business registration authority to complete the company registration process.
  5. Obtain approval from the Taiwan Ministry of Economic Affairs and obtain a seal and a company registration certificate.
  6. Register with the local tax authorities and obtain a tax ID number.
  7. Register with the Bureau of Labor and Occupational Safety and Health.

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What are the requirements for holding a position of director, manager/ supervisor, company secretary, etc. in Taiwan’s foreign-funded companies?

  1. Director: The director must be a natural person and can be elected by the shareholders or appointed by the board of directors. There is no requirement for nationality or residency. A Company Limited by Shares must have a board of directos that consists of at least 3 directors.
  2. Supervisor: The supervisor must be a natural person and can be elected by the shareholders or appointed by the board of directors. At least one supervisor shall have a domicile within the territory of the Republic of China. The number of supervisors should be at least one person.
  3. Company Secretary: Ther is no legal requirement for companies in Taiwan to appoint a company secretary. The company secretary can be a company employee or an external appointee and must have the required professional qualifications.
    It’s also worth noting that all directors, managers/supervisors, and company secretaries must comply with Taiwan’s company law and regulations, including reporting requirements and fiduciary duties to the company and its shareholders.

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How long the share capital of a Taiwan Foreign-funded Limited Liability Company must be hold before it can be sold?

There is no specific time period that the share capital of a Taiwan Foreign-funded Limited Liability Company (LLC) must be held before it can be sold.
The shareholders of an LLC may generally freely transfer their shares to third parties, subject to the provisions set forth in the company’s articles of incorporation and relevant laws and regulations, such as the Company Law and the Foreign Investment Act.
However, it is common for the articles of incorporation to include provisions relating to share transfers, such as restrictions on the transfer of shares or requirements for approval by the company or other shareholders.
If such provisions exist, the shareholders must comply with them before transferring their shares.
Therefore, before transferring shares in a Taiwan Foreign-funded LLC, it is important to review the company’s articles of incorporation and relevant laws and regulations to ensure compliance and avoid any legal issues.

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Is a Resident Shareholders required for incorporation of Foreign-funded Limited Liability Company in Taiwan?

No, a Resident Shareholder is not required for the incorporation of a Foreign-funded Limited Liability Company (LLC) in Taiwan.
A Foreign-funded LLC can be wholly owned by foreign individuals or companies without the need for a Resident Shareholder.
However, under the Foreign Investment Act and its related regulations, foreign individuals or companies are required to obtain approval or file a report in order to establish a company or invest in Taiwan.
In addition, the Foreign-funded LLC is required to comply with a series of legal requirements in Taiwan, such as the requirement to establish a legal entity, file the company’s articles of incorporation, open a bank account, and inject the required amount of capital, among others.
Therefore, although a Resident Shareholder is not required for the incorporation of a Foreign-funded LLC in Taiwan, compliance with the relevant regulations and legal requirements is necessary for the establishment and operation of the company in Taiwan.

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Is a Resident Director required for incorporation of Foreign-funded Limited Liability Company in Taiwan?

No, a Resident Director is not required for the incorporation of a Foreign-funded Limited Liability Company (LLC) in Taiwan.
The directors of a Foreign-funded LLC can be entirely composed of foreign individuals or foreign companies, and there is no requirement to have a Resident Director.
However, under the Company Law and other related regulations in Taiwan, the Foreign-funded LLC is still required to comply with relevant legal requirements, such as capital injection, filing of the company’s articles of incorporation, holding regular board meetings, reviewing financial reports, and other corporate governance rules. In addition, depending on the industry, the Foreign-funded LLC may be subject to additional legal requirements and restrictions, such as those applicable to the finance or telecommunications industry.
If a Foreign-funded LLC decides to appoint a Resident Director, the individual must meet certain qualifications, such as age, identity, and moral character.
Having a Resident Director can help the company better understand local laws, economy, and market environment, which can benefit the company’s operation and development.
In summary, a Foreign-funded LLC is not required to have a Resident Director for incorporation in Taiwan, but it must comply with relevant legal requirements.
If the company decides to appoint a Resident Director, the individual must meet the qualifications required by law.

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Is there a company secretary required for incorporation of Foreign-funded Limited Liability Company in Taiwan?

In Taiwan, there is no requirement for a Foreign-funded Limited Liability Company (LLC) to appoint a company secretary upon incorporation.

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What are the qualifications of a legal representative in Taiwan in Taiwan Foreign-funded Limited Liability?
Can a foreigner act as a legal representative?
If yes, he/she need a place of residence in Taiwan?

In Taiwan, the legal representative of a Foreign-funded Limited Liability Company (LLC) is usually the company’s manager or director.
The qualifications for a legal representative in Taiwan include:

  1. Being a natural person who has civil capacity.
  2. Having a clean criminal record.
  3. Not being declared bankrupt.
  4. Not being prohibited from serving as a legal representative under relevant laws or regulations.
    A foreigner can act as a legal representative of a Foreign-funded LLC in Taiwan. However, the foreigner must have a valid residency permit and obtain approval from the Taiwan government before serving as a legal representative. In addition, the foreigner must meet the above-mentioned qualifications and any other requirements set forth in the relevant laws and regulations.
    Furthermore, the legal representative is responsible for the company’s operations and management and must reside in Taiwan or be able to manage the company’s affairs from outside Taiwan. Therefore, if the foreign legal representative does not reside in Taiwan, they must appoint a local agent or representative to handle the company’s affairs in Taiwan.

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Is it possible to establish a Taiwan foreign-owned company through an offshore company as holding company?

It is possible to establish a Taiwan foreign-owned company through an offshore company as a holding company, but there are certain legal and practical considerations that need to be taken into account.
Firstly, the Taiwan Company Law requires that a company registered in Taiwan must have an actual place of business, such as an office or factory, in Taiwan. This means that a Taiwan foreign-owned company must have a physical presence in Taiwan, including employees, assets, and operations. If the offshore holding company does not have an actual business presence in Taiwan, it may be difficult to comply with this requirement.
Secondly, while using an offshore holding company can have certain tax and legal benefits, it may also create additional complexity and costs. For example, the offshore holding company may be subject to tax regulations in its home jurisdiction, and there may be additional legal requirements and costs associated with setting up and maintaining the holding company.
Additionally, if the offshore holding company is located in a tax haven jurisdiction, it may raise concerns regarding transparency and compliance with international tax regulations.

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What are the special features of Taiwan wholly foreign-owned limited liability company (LLC)?

The special features of a Taiwan wholly foreign-owned limited liability company (LLC) include:

  1. Higher minimum capital requirement: There is no minimum capital requirement for a Taiwan wholly foreign-owned LLC, however it is suggested at NTD 500,000 for work permit application, which is higher than the minimum capital requirement for a domestic Taiwan LLC.
  2. Complex incorporation process: The incorporation process for a Taiwan wholly foreign-owned LLC is more complex and time-consuming compared to that of a domestic Taiwan LLC. It involves several government agencies, including the Company Registration Office, the Ministry of Economic Affairs, and the tax authorities.
  3. Complex tax system: The tax system for a Taiwan wholly foreign-owned LLC can be complex, as it is subject to various taxes such as corporate income tax, value-added tax, and withholding tax. Compliance with tax regulations in Taiwan requires careful planning and coordination with professional advisers.
  4. Strict legal compliance: A Taiwan wholly foreign-owned LLC is subject to strict legal compliance requirements, including the Company Law, labor laws, and other regulations governing foreign investment in Taiwan. Compliance with these regulations is essential to avoid legal penalties and business disruptions.
  5. Restricted business scope: Certain industries in Taiwan, such as finance, telecommunications, and media, require special permits or licenses for foreign investment. Thus, a Taiwan wholly foreign-owned LLC may face restrictions on its business scope depending on the industry it operates in.

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Taiwan Foreign investment: permitted industries, restricted industries (licensed industries) and prohibited industries.

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Are Taiwan foreign-investment industries and products be listed in a positive or negative list?
Or are there different approaches for foreign investment from different countries?

Taiwan uses a negative list approach to regulate foreign investment.
This means that the industries and products that are restricted or prohibited for foreign investment are listed in a negative list.
Foreign investors are generally allowed to invest in all other industries and products that are not listed on the negative list.
The negative list in Taiwan includes sectors related to national security, public order, environmental protection, cultural preservation, and other areas of national interest. For example, certain military equipment, nuclear power-related technology, and certain types of hazardous waste disposal services are restricted or prohibited for foreign investment.
As for whether different approaches are used for foreign investment from different countries, Taiwan’s negative list approach applies to all foreign investors regardless of their country of origin.
However, the government of Taiwan does have different regulations and policies for investors from mainland China, due to political and security considerations.
These regulations include special approval procedures for investments from mainland China and restrictions on certain types of investment.

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In the positive list, what are the industries that foreign investment is allowed to invest in, which are the industries that are restricted for foreign investment (licensed industries), and the industries that are prohibited to invest in by foreign investment?
Will the positive list be different for different countries?

In Taiwan, there is no official “positive list” that specifies the industries and products in which foreign investment is allowed.
Instead, the government uses a “negative list” approach to restrict or prohibit foreign investment in certain industries and products that are deemed to be sensitive to national security, public order, environmental protection, and cultural preservation.
The negative list is applicable to all foreign investors, regardless of their country of origin.
The same rules and regulations apply to all foreign investors in Taiwan, and there are no special provisions or exceptions for investors from specific countries or regions.

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In the negative list, what are the industries that foreign investment is allowed to invest in, the industries that are restricted to foreign investment (licensed industries), and the industries that are not allowed to invest in foreign investment?
Will the negative list be different for different countries?

The negative list in Taiwan specifies the industries and activities that are restricted or prohibited for foreign investment, while all other industries and activities are open for foreign investment.
Industries and activities that are restricted for foreign investment in Taiwan typically fall under three categories:

  1. Industries that require a special license or permit, such as banking, insurance, securities, and telecommunications.
  2. Industries that are subject to certain restrictions or limitations, such as agricultural and fishing activities, land development, and public construction projects.
  3. Industries that are prohibited for foreign investment, such as the production, manufacturing, import, or sale of certain types of drugs or weapons.
    It is important to note that the negative list is not different for different countries or regions.
    The same rules and regulations apply to all foreign investors in Taiwan. However, there may be certain restrictions or requirements that apply specifically to investors from certain countries or regions, depending on the bilateral agreements or treaties that Taiwan has with those countries.

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What are the restriction on foreign investment in Taiwan? For instance, what is the minimum share capital amount?
What are the rules for foreign shareholding ratio? Other?
Are they different for different countries?

Taiwan restricts foreign investment through a negative list approach that identifies specific industries and activities that are either restricted or prohibited for foreign investment.
Additionally, Taiwan has established specific agencies to regulate foreign investment in certain industries.
In terms of the minimum share capital amount for foreign investment in Taiwan, there is no general requirement.
However, specific industries may have different capital requirements, such as banking and insurance, which require higher minimum capital amounts.
Regarding foreign shareholding ratio, Taiwan has established specific rules for different industries.
For example, in the securities industry, the maximum foreign shareholding ratio is 49 percent, while in the telecommunications industry, the foreign shareholding ratio is limited to 60 percent.
In addition to the above restrictions, Taiwan may also require foreign investors to obtain government approval before investing in certain industries or activities.
Foreign investors may also be subject to certain reporting and disclosure requirements.
It should be noted that these restrictions and rules are generally the same for all foreign investors, regardless of their country of origin.
However, there may be some differences in treatment for investors from certain countries or regions, based on bilateral agreements or treaties between Taiwan and those countries or regions.

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What are the licensed industries in Taiwan?
What is the difference between the industries that allow foreign investment, the industries that restrict foreign investment (licensed industries), and the industries that do not allow foreign investment?

Licensed industries in Taiwan are specific industries or activities that require a government license or permit to operate.
These industries are often related to public interest, national security, social order, environmental protection, and cultural preservation.
Here are some of the licensed industries in Taiwan:
• Banking, insurance, securities, and trust companies
• Public telecommunications
• Aviation, shipping, and port services
• Land development and real estate
• Public utilities, power, and gas
• Medical institutions and pharmaceutical manufacturing
In contrast, Taiwan’s government does not have a unified positive list of industries that are open to foreign investment.
Instead, Taiwan regulates foreign investment through a negative list approach, which lists specific industries or activities that are restricted or prohibited for foreign investment.
These industries are often related to national security, public order, environmental protection, and cultural preservation.
Therefore, licensed industries and restricted industries for foreign investment may have some overlap but are not completely the same.
Licensed industries require government approval to operate, while restricted industries for foreign investment may be those that the government considers having potential risks to national security or other areas.

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Taiwan-Foreign-funded Limited Liability Company document certification.

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What are the relevant investment documents required to establish a Foreign-funded Limited Liability Company in Taiwan?
Are there different documents for different countries?

To establish a Foreign-funded Limited Liability Company (LLC) in Taiwan, the following investment-related documents are required for certification:

  1. Investment approval certificate (for the investor who establishes the foreign investment enterprise)
  2. Board resolution or partner meeting resolution
  3. Certificate of company registration (for the parent company)
  4. Company Articles of Association (in both Chinese and English)
  5. Financial statements (for the parent company)
  6. Investor identification documents
  7. Company registration documents
    These documents need to be certified by the foreign affairs department or embassy of the country or region where they are issued to demonstrate their legality and validity. Additionally, they need to be translated into Chinese and signed by the translator for certification.
    Since the investment-related documents need to be certified by the foreign affairs department or embassy, different countries or regions may have different requirements and procedures for document certification.

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What are the procedures for the certification of documents related to the investment of Foreign-funded Limited Liability Company in Taiwan?
Are there different document authentication procedures for different countries?

To establish a Foreign-funded Limited Liability Company (LLC) in Taiwan, the investment-related documents need to be certified by the foreign affairs department or embassy of the country or region where they are issued to demonstrate their legality and validity.
The general document certification procedures are as follows:

  1. Translate the documents into Chinese.
  2. Submit the original documents or notarized copies to the foreign affairs department or embassy of the issuing country or region for certification.
  3. Obtain the certification documents issued by the authentication authority.
    Document authentication procedures may vary by country or region.
    Some countries or regions may require additional procedures or documents, such as notarization or judicial authentication.
    Therefore, before submitting investment-related documents, it is recommended that investors consult with local investment consultants or lawyers to ensure that the documents comply with local requirements and procedures.

R-tw-llc-4 Taiwan – Bank Account Opening of Foreign Subsidiaries
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What is the sequence steps of set up a Foreign-funded Limited Liability Company in Taiwan with share capital paid in place and opening a bank account? Which one should come first?

The sequence of steps for setting up a Foreign-funded Limited Liability Company (LLC) in Taiwan with the share capital paid in and opening a bank account is flexible, and it depends on the specific situation.
Generally, the following steps can be taken:

  1. Share capital payment: The investor needs to transfer the minimum required share capital to a bank account in Taiwan before the company registration. In general, this step can be completed before the company registration process.
  2. Bank account opening: The investor needs to open a bank account in Taiwan for the company to receive the share capital. This step can be taken after the share capital has been paid in.
    It should be noted that opening a bank account may take some time, depending on the bank’s requirements and procedures.
    Therefore, investors should start preparing and processing the share capital payment and bank account opening procedures early to ensure a smooth company setup process.

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What are the usual KYC regulations when opening a bank account with a Foreign-funded Limited Liability Company in Taiwan?

The typical KYC requirements when opening a bank account for a Foreign-funded LLC in Taiwan may include the following:

  1. Identification documents of the company and its authorized representatives, such as passports, ID cards, and company registration certificates.
  2. Business license and relevant certificates related to the business of the LLC.
  3. The LLC’s ownership structure and details of the directors and shareholders.
  4. Business plan, financial statements, and other relevant information to support the business.
  5. Address verification of the LLC, such as utility bills, lease agreements, and company registration documents.
    The specific KYC requirements may vary depending on the bank’s policies and the nature of the LLC’s business.
    It is important for investors to consult with the bank regarding the required documents and information for the KYC process.
    Investors should also prepare all necessary documentation and information in advance to ensure a smooth account opening process.

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Will the bank require a Taiwan local director when opening a bank account for a Taiwan wholly foreign-owned limited liability company (LLC)?

In Taiwan, there is no legal requirement for a Foreign-funded Limited Liability Company (LLC) to have a resident director who is a Taiwan citizen or resident.
However, some banks may require a local director or a local resident to be a signatory on the company’s bank account.
This is because the bank needs to comply with the KYC (Know Your Customer) regulations and may prefer to have a local person who can be easily contacted and located in case of any issues or disputes.
It is important to note that not all banks have this requirement, and the specific requirements may vary depending on the bank’s policies and the nature of the LLC’s business.
If a local director is required, investors can consider hiring a local director or engaging a third-party service provider to act as a local signatory.

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Will the bank require foreign legal representative have to be physically present for the bank interview, when opening a bank account with a Foreign-funded Limited Liability Company in Taiwan?

When opening a bank account for a Foreign-funded Limited Liability Company (LLC) in Taiwan, the bank may require the foreign legal representative to be present during the bank interview.
This is because the bank needs to comply with the KYC (Know Your Customer) regulations and needs to verify the identity of the company’s legal representative.
However, some banks may allow the foreign legal representative to appoint an authorized representative to attend the bank interview on their behalf.
In this case, the authorized representative should have power of attorney and other relevant documents to prove their authority to represent the legal representative.

R-tw-llc-5 Taiwan – Staff Work Permit, Visa, and Residence
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Can a Foreign-funded Limited Liability Company in Taiwan send expatriates to Taiwan as the Investor’s role?
What are the application requirements, documents and procedures for the work permit, visa, and residence permit?
Are there differences in different countries?

Yes, a Foreign-funded Limited Liability Company in Taiwan can send expatriates to Taiwan to fulfill the Investor’s role.
The application requirements, documents, and procedures for work permit, visa, and residence permit are as follows:

  1. Work Permit: Foreign nationals coming to Taiwan to work need to apply for a work permit. The application requirements include an invitation letter from the company, legal identification documents, proof of qualifications, proof of financial means, and more. The application process includes filling out an online application form, payment, interview, and approval.
  2. Visa: Foreign nationals coming to Taiwan to work need to apply for a visa. The application requirements include an invitation letter from the company, visa application form, passport, photo, proof of financial means, flight tickets, and more. The application process includes filling out an online application form, payment, interview, and approval.
  3. Residence Permit: Foreign nationals coming to Taiwan to work need to apply for a residence permit. The application requirements include a passport, visa, invitation letter from the company, work permit, health check report, and more. The application process includes filling out an online application form, payment, interview, and approval.
    The specific requirements and procedures for these permits may vary for nationals from different countries.

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Can a Foreign-funded Limited Liability Company in Taiwan send expatriates to Taiwan as the employee role?
What are the application requirements, documents and procedures for the work permit, visa, and residence permit?
Are there differences for different countries?

Yes, a Foreign-funded Limited Liability Company in Taiwan can send expatriates to Taiwan as employees. The application requirements, documents, and procedures for the work permit, visa, and residence permit are as follows:

  1. Work Permit: The company needs to apply for a work permit on behalf of the expatriate employee. The application requirements include a copy of the company registration, a copy of the employment contract, the expatriate’s passport, qualifications, and relevant work experience. The application process includes filling out an online application form, payment, interview, and approval.
  2. Visa: The expatriate employee needs to apply for a visa. The application requirements include a passport, a copy of the work permit, a health check report, and proof of financial means. The application process includes filling out an online application form, payment, and approval.
  3. Residence Permit: After the expatriate employee enters Taiwan, he/she needs to apply for a residence permit. The application requirements include a passport, work permit, health check report, and lease agreement or accommodation certificate. The application process includes filling out an online application form, payment, and approval.
    The specific requirements and procedures for these permits may vary for nationals from different countries.

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What are the evaluation factors or requirements for a Foreign-funded Limited Liability Company in Taiwan when applying work permit, visa, and residence permit?
What is the relationship with the salary, capital, and turnover of Foreign-funded Limited Liability Company?
Are there differences for different countries?

For a Foreign-funded Limited Liability Company in Taiwan, the evaluation factors or requirements when applying for work permit, visa, and residence permit will depend on the specific category of the work permit.
Generally, the company will need to meet certain criteria related to its capital, turnover, and operations in Taiwan.
For example, for A15 work permit category, the company must meet one of the following criteria:

  1. For a Taiwan-based company:
    • If the company has been established for less than one year, the paid-in capital should be at least TWD 5 million, annual revenue should be at least TWD 10 million, total import/export value should be at least USD 1 million, or total agency commission should be at least USD 400,000.
    • If the company has been established for more than one year, the average annual revenue over the past year or past three years should be at least TWD 10 million, the average total import/export value should be at least USD 1 million, or the average total agency commission should be at least USD 400,000.
  2. For a foreign company’s branch in Taiwan or a Mainland China company’s branch in Taiwan:
    • If the branch has been established for less than one year, the operating fund in Taiwan should be at least TWD 5 million, annual revenue should be at least TWD 10 million, total import/export value should be at least USD 1 million, or total agency commission should be at least USD 400,000.
    • If the branch has been established for more than one year, the average annual revenue in Taiwan over the past year or past three years should be at least TWD 10 million, the average total import/export value should be at least USD 1 million, or the average total agency commission should be at least USD 400,000.
    In addition, the monthly salary for the foreign worker must be at least TWD 47,971.

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Taiwan- Registered Address and Operating Address of Foreign-funded Limited Liability Company in Taiwan.

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What are the regulations on the registered address during the company registration and future operating address of a Foreign-funded Limited Liability Company in Taiwan?

According to Taiwan Company Law, the registered address of a company should be a physical address where the company has an office or business place for conducting its operations.
The company must also provide the government with the official address for service of process, such as legal notices and court summons.
If the company decides to change its registered address, it must update the address information with the government and notify all relevant parties, including its shareholders, creditors, and customers, within 15 days of the change.
For the future operating address, there are no specific regulations, but the company must comply with all relevant zoning and land use regulations, obtain necessary permits and licenses, and ensure that the premises meet all health and safety requirements.
It is also important to note that if the company operates in certain industries, there may be additional regulations and requirements related to the location and facilities of the business.

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What are the specific regulations or requirements of a registered office address for a permitted industry of an LLC in Taiwan?

For a permitted industry of an LLC in Taiwan, there are no specific regulations or requirements for the registered office address beyond those already stipulated in the Company Act and related laws and regulations.
However, depending on the industry and business activities, there may be other regulatory requirements such as obtaining certain permits or licenses from relevant authorities.
The registered office address should be a physical address where the company can be contacted, and legal documents can be served.
The company must also maintain accurate records of the registered office address and notify the authorities if there are any changes to the address.

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Amount of investment, registered capital, and government fees for Foreign-funded Limited Liability Company in Taiwan.

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Are there any regulations on authorized share capital, registered share capital and paid-up share capital of a Foreign-funded Limited Liability Company in Taiwan?
Is there any requirement for minimum funds to be in place within a certain period?

Yes, there are regulations on authorized share capital, registered share capital, and paid-up share capital of a Foreign-funded Limited Liability Company (LLC) in Taiwan.
According to the Company Act of Taiwan, the authorized share capital of an LLC should be listed in the Articles of Incorporation, and there is no minimum requirement for this.
The registered share capital is the amount of capital recorded with the government and has to be a minimum of NT$500,000.
The paid-up share capital refers to the amount of capital that has been paid by the shareholders, which has to be at least 20% of the registered share capital upon company registration.
The remaining amount of capital must be paid up within two years.
There is no specific requirement for minimum funds to be in place within a certain period, but the company must meet the minimum capital and operational requirements to apply for work permits for foreign employees.

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What is the relation between government fees with authorized share capital, registered share capital, and paid-up share capital of a Foreign-funded Limited Liability Company in Taiwan?

The government fees for registering a Foreign-funded Limited Liability Company in Taiwan are based on the registered share capital of the company.
The fees are calculated as a percentage of the authorized share capital and are paid to the government during the registration process.
As for the relation between authorized share capital, registered share capital, and paid-up share capital, they are all important components of a company’s share structure.
The authorized share capital is the maximum number of shares that a company can issue, while the registered share capital is the amount of share capital that is registered with the government during the registration process.
The paid-up share capital is the actual amount of capital that has been paid by shareholders into the company.

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Application of Certificate Number for a Foreign-funded Limited Liability Company in Taiwan

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What are the company certificate numbers needed to apply with the relevant legal entities for a foreign-funded Limited Liability Company in Taiwan?

Here are the main company certificate numbers needed to apply for a Foreign-funded Limited Liability Company in Taiwan:

  1. Business Registration Certificate: This is issued by the Ministry of Economic Affairs and is used to verify the existence and legal status of the company. The certificate number is printed on the certificate itself.
  2. Taxpayer Identification Number: This is issued by the Ministry of Finance and is used to identify the company for tax purposes. The number consists of 8 digits and is unique to each company.
  3. Company Registration Number: This is issued by the Companies Office of the Ministry of Economic Affairs and is used to identify the company in official government records. The number consists of 8 digits and is unique to each company.
  4. Unified Business Number: This is a combination of the company’s Taxpayer Identification Number and Company Registration Number and is used in certain official government documents and forms.
  5. Labor Insurance Number: After applying for company registration, you need to apply for a Labor Insurance Number from the Bureau of Labor Insurance, Ministry of Labor.
  6. National Health Insurance Number: After applying for company registration, you need to apply for a National Health Insurance Number from the National Health Insurance Administration, Ministry of Health, and Welfare.

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What are the certificate application for the Foreign-funded Limited Liability Company in Taiwan as a tax entity?

The following are the certificates or identification numbers that a Foreign-funded Limited Liability Company in Taiwan may need to apply for as a tax entity:

  1. Unified Business Number: This is a unique 8-digit identification number assigned to each registered company in Taiwan for tax filing purposes. Foreign-funded Limited Liability Companies in Taiwan are required to apply for a Unified Business Number with the Ministry of Finance.
  2. Value-added tax (VAT) registration number: Companies engaged in taxable activities in Taiwan must register for a VAT registration number with the Ministry of Finance. This number is used for issuing and receiving VAT invoices.
  3. Tax withholding agent number: If a Foreign-funded Limited Liability Company in Taiwan is required to withhold taxes on behalf of its employees or other individuals, it must apply for a tax withholding agent number with the National Taxation Bureau.
  4. Tax registration certificate: This is a certificate issued by the National Taxation Bureau to certify that a company has been registered for tax purposes in Taiwan. It may be required for various transactions or applications.
    Note that the specific requirements and procedures for applying for these certificates may vary depending on the company’s circumstances and the relevant government agencies.

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What are the certificate application for Foreign-funded Limited Liability Company in Taiwan in relation to withholding tax on salary and employee benefits?

For a Foreign-funded Limited Liability Company in Taiwan, the following certificates are required in relation to withholding tax on salary and employee benefits:

  1. TAN (Taxpayer Account Number): This is a unique identification number issued by the Taiwan tax authority to companies that are registered taxpayers. It is used for tax filing, tax payments, and other tax-related transactions.
  2. ARC (Alien Resident Certificate) for employees: Foreign employees of a Foreign-funded Limited Liability Company in Taiwan are required to obtain an ARC, which is a legal document that serves as their identification card and work permit.
  3. Health Insurance Card: The Health Insurance Card is issued by the National Health Insurance Administration and is used by employees to access health care benefits.
  4. Labor Insurance Card: The Labor Insurance Card is issued by the Ministry of Labor and is used by employees to access labor insurance benefits.
  5. Labor Pension Certificate: The Labor Pension Certificate is issued by the Bureau of Labor Funds and is used by employees to access pension benefits.
  6. Labor Standards Act Poster: The Labor Standards Act Poster is required to be posted in the workplace and provides information on the basic labor rights and protections for employees under Taiwanese law.

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What are the other independent certificate numbers or application, or declaration related to the government’s jurisdiction for Foreign-funded Limited Liability Company in Taiwan?

Here are some other independent certificate numbers, applications, or declarations related to the government’s jurisdiction for a Foreign-funded Limited Liability Company in Taiwan:

  1. Unified Business Number (UBN): This is a unique 8-digit number assigned to each company by the Ministry of Economic Affairs for identification purposes in dealings with the government.
  2. Importer and Exporter Registration Certificate (IEC): This certificate is issued by the Bureau of Foreign Trade for companies engaged in import and export activities.
  3. Trademark Registration Certificate: This certificate is issued by the Intellectual Property Office for companies that have registered a trademark.
  4. Environmental Permit: This permit is issued by the Environmental Protection Administration for companies that may have an impact on the environment.
  5. Occupational Safety and Health Permit: This permit is issued by the Ministry of Labor for companies that may have potential hazards to employees.
  6. Food Sanitation License: This license is issued by the Ministry of Health and Welfare for companies that produce or sell food products.
  7. Specific Permits or Licenses: Depending on the nature of the business, certain industries may require specific permits or licenses from the relevant government agency, such as the Financial Supervisory Commission, Ministry of Transportation and Communications, or National Communications Commission.

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To summarize: Which of the following certificate numbers do Foreign-funded Limited Liability Company in Taiwan need to apply for?

National (federal) company certificate number, provincial (state) company certificate number, national (federal) tax certificate number, provincial (state) tax certificate number, national value-added tax certificate number, provincial (state) value-added tax certificate number, social insurance card number, medical insurance card number, pension certificate number, other funds such as housing fund certificate number, labor union certificate number, import and export certificate number, and franchise industry certificate number.

Foreign-funded Limited Liability Company in Taiwan needs to apply for the following certificate numbers:
• Company certificate number (National)
• Tax certificate number (National)
• Value-added tax certificate number (National)
• Social insurance card number (National)
• Medical insurance card number (National)
• Pension certificate number (National)
• Other funds such as housing fund certificate number (National)
• Labor union certificate number (National)
• Import and export certificate number (National)
• Franchise industry certificate number (National)

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Incorporation procedures of Taiwan-Foreign-funded Limited Liability Company and key matters

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What are the procedures of setting up a Foreign-funded Limited Liability Company in Taiwan? Documents required? Competent Government unit? Websites?

The procedures for setting up a Foreign-funded Limited Liability Company (LLC) in Taiwan generally include the following:

  1. Company Name Pre-Approval: Submit the proposed company name to the Taiwan Ministry of Economic Affairs for approval.
  2. Investment Approval: Obtain investment approval from the Investment Commission of the Ministry of Economic Affairs.
  3. Company Registration: Register the company with the Taiwan Ministry of Economic Affairs and obtain a business registration certificate.
  4. Apply for Company Certificate Numbers: Apply for various certificate numbers, such as tax and insurance, from relevant government agencies.
  5. Open a Bank Account: Open a bank account for the company.
    The documents required for setting up a Foreign-funded LLC in Taiwan may include:
  6. A copy of the company’s business plan
  7. A copy of the company’s articles of association
  8. A list of the company’s proposed shareholders and directors
  9. Proof of investment capital
  10. A copy of the lease agreement for the company’s office
  11. Any additional documents required by the relevant government agencies.
    The competent government unit for setting up a Foreign-funded LLC in Taiwan is generally the Taiwan Ministry of Economic Affairs. Relevant information and application forms can be found on the Ministry’s website (https://www.moea.gov.tw/).

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What are key consideration matters of when deciding to set up foreign-funded limited liability company in Taiwan?

There are several key considerations that a foreign parent company should take into account when deciding to set up a foreign-funded limited liability company (LLC) in Taiwan.
Some of these considerations include:

  1. Market demand: The parent company should conduct market research to determine if there is sufficient demand for their products or services in Taiwan.
  2. Legal and regulatory environment: The parent company should familiarize itself with the legal and regulatory environment in Taiwan, including company registration requirements, taxation laws, labor laws, and other relevant regulations.
  3. Investment costs: The parent company should carefully consider the investment costs involved in setting up an LLC in Taiwan, including registration fees, legal fees, office rent, and other related expenses.
  4. Talent availability: The parent company should evaluate the availability of talent in Taiwan, including local staff and management, as well as potential language and cultural barriers.
  5. Competitive landscape: The parent company should assess the competitive landscape in Taiwan, including existing competitors, potential partners or suppliers, and any other factors that may impact the success of the LLC.
    Overall, careful consideration of these factors can help the parent company make an informed decision about whether to establish a foreign-funded LLC in Taiwan, and how to best navigate the various challenges and opportunities in the market.

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(version: 2022/03)

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