Branch Office

A "branch office" is a profit-seeking business entity established for the purpose of doing business in Taiwan, with a head office located in a foreign country. Foreign business entities registered as companies under foreign laws must first apply for recognition as a foreign company and its establishment of a branch office in Taiwan with the Department of Commerce under the MOEA. The minimum capital required to establish a branch office is NT$500,000 for a limited company and NT$ 1 million for a company limited by shares, but may be more for businesses in special industries (see Special Industries above). The working capital for the branch office should be remitted from the head office. The foreign company establishing a branch office must appoint a representative for legal and non-legal matters in Taiwan and a branch manager for managing day-to-day business operations. If the branch manager is a foreign national, he or she must obtain a work permit from the Council of Labor Affairs (see chapter on Visas, Residency and Work Permits for more details). Branch offices must pay income tax on income generated within Taiwan but are exempt from income tax when they remit their after-tax surplus earnings back to their parent companies, because they are not considered dividends.

Procedures for Setting Up a Branch Office

1. Conduct Pre-screening and Reservation of Company Name and Business Scope

All business entities except for representative offices, must conduct a pre-screening and reservation of the company's Chinese name and business scope. The Chinese name will be the official (and legal) name of the business entity, and investors may want to enlist the assistance of a Taiwan-based associate or professional service provider in choosing a name that is appropriate for the business and the kinds of products or services that it intends to provide. For some foreign businesses that have an established name or brand, some creativity and market research may be required to identify a name that sounds like or has a meaning similar to the internationally used name. The business activities listed in the business scope of the company are selected from an index of business areas and operational items published by the MOEA. The index is available online (http://210.69.121.50/~doc/cod/html/catelogo_srh.htm) in Chinese as a searchable database system.

Application Process and Required Documents
The application process for reserving a company name and its business scope [https://gcis.nat.gov.tw/eicm/eicm/prefixedit/index.jsp] can be performed online. Or, you can download a copy of  the application request form [http://gcis.nat.gov.tw/doc/a2_1_2.doc] to conduct a pre-screening and reservation of a company name and its business scope and file it with the Deptartment of Commerce, MOEA. Status of the application once it has been filed can also be checked online [http://gcis.nat.gov.tw/].

The documents and information required for the application are:
1. application form
2. local address of preparatory office or agent
3. power of attorney if application is filed by an agent

Period of Reservation:  Company names are reserved for a period of six months except for banking, insurance, futures trading, securities and finance, bills and finance, and cable television businesses, which are reserved for one year.

Qualified Agents:  Only a Taiwan-licensed accountant or lawyer may serve as an agent for applicants reserving a company name.

Time Limit on Appeals:   If a name reservation application is denied, applicants may file an appeal for up to 30 days from the date of receiving notification.

Processing Time:  Approximately 4 working days.

Contact Information:
Department of Commerce, MOEA
No.15, Fujhou St., Jhongjheng District, Taipei City 100, Taiwan, ROC
Telephone: +886-412-1166
E-mail: docmail@moea.gov.tw


2. Open a Bank Account to Receive Working Capital Funds

After screening and reserving the Chinese company name and business scope, a bank account should be opened in the name of the branch's preparatory office. A preparatory office is the initial office formed after deciding to incorporate a branch office but before the business is formally registered and licensed. There are no initial capital requirements to open a bank account, but you should inform the bank that you are opening an account for the purpose of establishing a branch office, which is in the preparatory stages.

Required Documents
Most banks in Taiwan require at least the following documents to open a bank account for a branch preparatory office:
1. Application form to open a bank account
2. Photocopy of ID of designated agent
3. power of attorney

You can find out information on Taiwan's commercial banks at the Banking Bureau, Financial Supervisory Commission, Executive Yuan, R.O.C. [http://www.banking.gov.tw/].


3. Apply for Foreign Company Recognition Certificate and Branch Registration

Investors must prepare an application for recognition of the foreign company and approval of the proposed branch office incorporation and submit it to the Department of Commerce, MOEA. As part of this application, the foreign company must provide a Certificate of Incorporation to verify its home country. A Certificateof Incorporation is the document issued to by the home country authority certifying the company's incorporation in that country.

Application Forms and Required Documents
The application forms are provided at the MOEA/DOC website [http://gcis.nat.gov.tw/doc/a2_2_2_1_0.doc]. The following is a list of all required forms and documentation:

1. Completed name reservation application form (duplicate) with official MOEA stamp of approval
2. Two copies of the foreign company recognition form
3. Two copies of the branch office registration card
4. Application letter
5. Power of attorney appointing the company’s litigious and non-litigious agent
6. Power of attorney appointing the branch manager
7. Power of attorney appointing a CPA or a lawyer to assist in the application for recognition / registration
8. Photocopy of the articles of incorporation and bylaws of the foreign company
9. Photocopy of the foreign company’s Certificate of Incorporation
10. Duplicate or photocopy of the official document issued by the foreign government authorities if the company’s establishment requires special approval
11. Photocopy of the letter of approval issued by the ROC competent authority if the business of the branch office requires a special permit (see section on Special Industries)
12. Resolution adopted at a meeting by the board of directors of the foreign company
13. Photocopy of the notice of inward remittance and the exchange memo for operating capital remitted into the ROC (see next step “Remit Working Capital Funds”)
14. Photocopy of the identification card of the company’s litigious and non-litigious agent and branch manager if an ROC national; or one of the following residence documents if the appointed litigious and non-litigious agent and branch manager is a foreign national:
• Photocopy of valid alien resident certificate; or
• Photocopy of passport (the agent must state on the photocopy the passport holder's Taiwan address, and must be signed and affix his personal chop to it ); or
• Certificate from his government identifying him and stating his residence; or
• Affidavit of said person stating his residence and nationality

Notarization and Translaton:  Items 5, 6, 8, 9 10 12, and 14.d (affidavit) must be notarized by a notary public and authenticated by the nearest ROC embassy or consulate or by the appropriate representative of the ROC government in the country where the company is located. If items 5~10 and 12 are not in Chinese, a Chinese translation of said items must be submitted.

Fee: 1/4000 of the branch office’s capitalization plus NT$1,000

Processing Time:  The application review process takes approximatley 3 working days.

Contact Information:
Department of Commerce, MOEA
No.15, Fujhou St., Jhongjheng District, Taipei City 100, Taiwan, ROC
Telephone: +886-412-1166
E-mail: docmail@moea.gov.tw


4. Remit Working Capital Funds

After making the application for foreign company recognition and branch office registration, investors must arrange to wire transfer the funds (minimum NT$500,000 for a limited company, NT$1 million for a  company limited by shares, or more for Special Industries) in foreign currency for the working capital of the branch office. The funds should be remitted to the preparatory office bank account from the  headquarters of the foreign company. Your bank can help provide you with the required information, which generally includes bank name, address, and routing code, and the account number and name of account holder, for remitting funds from abroad into local bank accounts. The remitted funds must be converted in NT dollars and bank statements of the transactions should be obtained to complete the branch office registration process with the Department of Commerce, MOEA.


5. Submit Proof of Remittance and Complete Recognition / Registration Process

Investors are required to submit inward remittance bank statements and exchange memos of the remitted working capital for the branch office to the Department of Commerce, MOEA to complete the foreign company recognition certification and branch office registration process. The MOEA will issue a certificate of recognition and a branch office business registration, both of which are required for the business license application process.

Required Documents
1. Advice of Inward Remittance
2. Foreign Exchange Memo
3. A Photocopy of the Company Deposit Passbook

Processing Time:  Approximately 3 working days

Contact Information:
Department of Commerce, MOEA
No.15, Fujhou St., Jhongjheng District, Taipei City 100, Taiwan, ROC
Telephone: +886-412-1166
E-mail: docmail@moea.gov.tw


6. Apply to the Local Government for a Business License

Investors or their agents must prepare and file an application for a business license with the local city or county government. Each city and county have their application processes for business licenses, but they generally follow a similar pattern of requiring an application with the city or county government's business administration or business development agency, local office of the national tax authority for the issuance of a business tax ID (tong-yi-bian-hao) and General Uniform Invoices (fa-piao) (see information on Taxation) and the building administration unit of the local government to ensure zoning and other safety rules.

Taking the business license application process of Taipei City as an example, investors or their agents must apply for a business license by way of the Taipei Business Administration Office's Combined Services Window. This window serves as a business license application clearinghouse for three government agencies involved in the local business establishment process and includes the Taipei Business Administration Office, Taipei National Tax Administration under the Ministry of Finance, and the Taipei Building Administration Office. The application process can be conducted by mail (send to: Taipei City Hall, 1st Floor, Northern Wing, No. 1 Shifu Road, Xinyi District, Taipei City) through the combined services window. However, if applicants wish to conduct the application process in person, they should take their application materials to the local district tax office of the Taipei National Tax Administration with jurisdiction over the area in which the business is to be located. If, for example, the business is located in Taipei's Daan District, the Daan Tax Office would be where the application materials should be initially filed. Once the application materials have been received by the local tax office and after they review the application materials, the tax office will send on the remaining relevant application forms and materials to the Taipei Business Administration Office's Combined Services Window for further review and processing by the two other agencies.

Contact information for the business administration, tax administtration and building administration info sources for other major locations can be found through the Department of Commerce, Ministry of Economic Affairs website.

Documents and Procedures
The forms required for filing a business license application in Taipei can be found on the Taipei City Government's online application and procedures server [http://www.e-services.taipei.gov.tw/hypage.exe?HYPAGE=form_download.htm&s_uid=011182]. The following is a list of forms and documents required for the application process.

Documents required by the Taipei Business Administration Office:
1. One copy of the Application Form for the Establishment/Change of Information for Business ID
2. Photocopy of the Business Registration
3. Photocopy of the Foreign Company Recognition Document and Foreign Company Taiwan Branch Office Registration Card

Documents required by the Taipei National Tax Administration under the Ministry of Finance
1. One copy of the Application Form for the Establishment/Change of Information for Business ID
2. Photocopy of the Business Registration
3. Photocopy of the Foreign Company Recognition Certificate and Foreign Company Taiwan Branch Office Registration Card
4. Photocopy of the company responsible person's ROC ID (for ROC nationals); or a photocopy of the alien resident certificate or passport (for foreign nationals); and power of attorney authorizing the responsible person of branch office if said responsible person is different than the responsible person of the parent company
5. Once copy each of the company bylaws, list of shareholders, board of directors and supervisors  - must detail the name, identification number (country of origin and passport number for foreign nationals), date of birth

The building administration authorities have a separate application form to be used to check zoning, safety, and other documentation related to the business premises.

Documents required by the Taipei Building Administration:
1. Building Site Inspection Application Form
2. Photocopy of building use license or receipt
3. Housing tax payment receipt
4. Land use zoning documentation

When filling out the application forms, please make sure that:
• stated building use is in accordance with the use officially designated for the premises by local building registration authorities
• official business activities index codes (see business activities and operational items index information in step 1 above) are used for the list of business activities
• listed business activities are within the business scope stated in the company registration
• proof of insurance coverage for public accident liability insurance in accordance with local regulations are submitted for businesses engaged in retail sales where consumers will have access to the premises
• stated capitalization is "combined capitalization of all operational units within the territory of the Republic of China" (specifically required for foreign branch offices and subsidiaries)

Fee: NT$1,000 (license fee)

Processing Time: 14 days for most applications; however, if the application requires special review or coordination with external government agencies, the application could take up to two months.

Contact Infomation:
Taipei Business Administration Office, Section 1
Telephone: +886-2-2725-6491
Fax:: +886-2-2720-5759
Taipei National Tax Administration: +886-2-2725-6493
Taipei Building Administration Office: +886-2-2725-6495, +886-2-2725-6496
Service Window Hours: Monday-Friday, 8:50 am to 4:10 pm (no closure at noon)
Telephone Inquiry Hours: Monday-Friday, 8:30 am to 12:30 pm and 1:30 pm to 5:30 pm


7. Apply for Import/Export Card (N/A for branch offices not engaged in import/export trading)

For branch offices that will engage in import/export trading, investors must apply for an Import/Export Card with th Bureau of Foreign Trade under the MOEA.

English Name Reservation

English name registration rules [http://fbfh.trade.gov.tw/rich/test/fbj/html/Apply_Info.htm] include:
1. The registration of an English name for import/export trading must clearly indicate the entity name and organizational type; the English name of the foreign branch office must also clearly indicate its country of origin and the name of its Taiwan branch.
2. The English name of an import/export company may not be the same name as or similar to any import/export company that has been dissolved, suspended, terminated or whose registration has been revoked within the last two years. However, applicants deemed to have a valid reason and obtain permission from the BOFT are not subject to this restriction. Also, foreign company branch offices whose English name is the same as their recognized parent company and who have indicated their country of origin and their Taiwan branch office name are also not subject to this restriction.
3. Listed names of goods or services must comport with the established business scope and activities
4. The English name may not be easily mistaken for that of a government agency or charitable organization.

The name pre-screening and reservation process  [http://fbfh.trade.gov.tw/rich/test/fbj/asp/fbji010Q.asp] can be conducted online with the Bureau of Foreign Trade's online pre-screening and reservation system and requires the business ID number, company name and applicant name. After submitting the English name reservation application, you can check the status of your application online [http://fbfh.trade.gov.tw/rich/test/fbj/asp/fbji030Q.asp].

Import/Export Card Application Process and Required Documents

The application form for the Import/Export Card [http://ekm92.trade.gov.tw/BOFT/web/report_detail.jsp?data_base_id=DB009&category_id=CAT2856&report_id=11642] can be downloaded from the BOFT website. A photocopy of the Business License must be attached to the application form.

Processing Time:  1 working day

Contact Info:
Bureau of Foreign Trade, MOEA
1 Hu Kou Street,Taipei,Taiwan, R.O.C.
Service Hours: 9:00 am to 5:00 pm / Office Hours: 8:30 am to 12:30 pm; 1:30 pm to 5:30 pm
E-mail: boft@trade.gov.tw
Telephone: +886-2-2351-0271
Fax (general): +886-2-2351-7080, +886-2-2351-3603
New applications can be faxed in to:
Taipei: +886-2-2321-7241, 2396-5836;  Kaohsiung: +886-7-281-1396


After completing these main seven steps, the branch office should be ready to do business. Of course, investors should already have a business location (discussed in the introduction to this Chapter) and started hiring staff by this point, which leads us to our next Chapter on human resources.

The following section deals with the establishment of a foreign-invested company (subsidiary) in Taiwan. And although it shares several of the same steps as those for a branch office, there are significant differences, which are detailed below.

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