Guide to Setting up a Representative Office in Taiwan
When a foreign company intends to set up an establishment in Taiwan to carry general supporting activities, such as marketing research and development, liaison with suppliers and customers and preliminary procurement work, it can set up such an establishment in the form of a representative office, instead of setting up a branch or a subsidiary company.
This article explains the features, features, registration procedures and compliance requirements of a Taiwan representative office. It aims to help our potential clients to make a better decision in choosing the best investment vehicle when making their investment in Taiwan.
1. Features of Representative Office
(1) Legal status of an RO
The RO is a non-legal entity operating representing its parent company. A RO is not allowed to engage itself in business activities, issue invoices on its own, remitting outward, signing sales or purchase contracts, or receiving income from services performed but may act as a liaison and promotion office for its parent company.
(2) Name of the RO
The name of the RO should be in the form of “Name of Country where the investor is registered + Name of the Enterprise”.
Example: HK Kaizen Corporate Services Limited
(3) Business Address
Before submitting the application for the registration of the RO, it is required that an office premise which is to be used by the RO by taken and a tenancy agreement for that office premise be executed. The tenancy agreement is one of the documents to be submitted to the Investment Commission, Ministry of Economic Affair for the purpose of registration.
Please note the business address must be located in commercial buildings.
(4) Registered capital
The registration of a representative office in Taiwan requires no registered capital. The daily operating costs is funded by the foreign company when the needs arise.
(5) Litigious and non-litigious agent (訴訟及非訴訟代理人)
The parent company is required to appoint a person to act as Litigious and non-litigious agent for the Taiwan RO. The responsibility of the agent is to consult, do quotation, to contact, to do tendering work, to sign contracts and to procure for the company in Taiwan, and represent the company to do all the compliance and maintenance in accordance with Taiwan regulation.
(6) Business Activities
A representative office in Taiwan is not allowed to engage in revenue generating business activities. Instead, its activities should be limited to general supporting activities, including signing of contracts, preparation of quotations and quality inspection etc.
2. Pre-registration and Registration Procedures
2.1 Preliminary
(1) Lease of Office Premise
Firstly, the investor will have to enter into a tenancy agreement in relation to the office space to be used by the Representative Office for a term of not less than 12 months. The office must be located in a commercial building.
(2) Legalization of Identity Documents of the investor
The investor is also required to arrange to have its incorporation documents legalised by the Taiwan Embassy in the country where it is registered.
(3) Legalization of Power of Attorney for appointing Litigious and non-litigious agent
Also, the investor needs to arrange with the legalization of Power of Attorney which is required to be legalized by the Taiwan Embassy in the country where it is registered.
(4) Other Documentation
The investor at the same time needs to prepare other documents, such as photocopy of passports/Hong Kong Identity card/Home Returning Card of the Representative.
2.2 Application for Registration
Once all the documents listed in Section 2.1are prepared, those documents are then submitted to Department of Commerce, MOEA for registration of the representative office.
2.3 Application for Tax Code
After that, the representative office is then required to apply for registration with the State Tax Bureau and apply for Tax Code.
3. Documents and Materials Required
(1) Legalised Identification Documents
A set of legalised (by Taiwan Embassy or Consulate in the country where the applicant company is registered) incorporation documents (Certificate of Incorporation and Business Registration Certificate and Register of Director and Register of Members) of the investor. For a company registered in Hong Kong, the incorporation documents shall be notarized by the notary public in Hong Kong and then legalized by Taipei Economic and Cultural Representative Office.
(2) Legalised Power of Attorney
A copy of passport and address proof of the Litigious and non-litigious agent (诉讼及非诉讼代表人授权书) and a set of legalized (by Taiwan Embassy or Consulate in the country where the applicant company is registered) Power of Attorney for appointing Litigious and non-litigious agent. For a company registered in Hong Kong, the Power of Attorney shall be notarized by the notary public in Hong Kong and then legalized by Taipei Economic and Cultural Representative Office.
(3) Lease Agreement (房屋租赁契约书)
A copy of lease agreement of the office premise to be used by the RO; the lease term should not be less than 12 months. Please note that the Lease Agreement shall be signed by the representative.
(4) Letter of Consent issued by the Landlord (房屋使用权同意书)
The original consent letter from the owner of the building to agree to the use of the building as the registered address of the RO (please indicate the full name of the RO) or the signed leasing contract and the photocopy of the latest property tax statement (if the building is owned by the RO, please provide the latest property tax statement or the certificate of ownership)
The letter of consent should be issued and signed by the owner of the property. The letter should state clearly the owner allow the RO to use its address as registered address.
(5) Property Duty- pay Tax Receipt
A copy of the Property Duty- pay tax receipt (房屋完稅稅單) or photocopy of the property ownership certificate of the premise
(6) Brief Description of Business Activities
A brief summary of the operations and business of the investor, such as the principal business activities, registered address, contact phone number, name of the applicant company; the address and contact number of the managing director of the applicant company.
(7) Identification documents of the Representative
Personal Identification of the designated representative (For a foreign national - a copy of valid passport with residential address (foreign or local ROC address), personal signature and chop (seal); or a copy of his/her ROC Alien Resident Certificate. (For a local citizen - a copy of the citizen's ROC identification card).
If you wish to obtain more information or assistance, please visit the official website of Kaizen CPA Limited at www.kaizencpa.com or contact us through the following and talk to our professionals:
Tel: +852 2341 1444
Mobile: +852 5616 4140, +86 152 1943 4614
WhatsApp/ Line/ Wechat: +852 5616 4140
Skype: kaizencpa
Email: info@kaizencpa.com
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