Taiwan Company Registration & Legal Setup

Framework

IRON LAW: Entity Type Determines Everything Downstream

The choice between 行號 (sole proprietorship), 有限公司, and 股份有限公司
determines: liability exposure, tax treatment, fundraising ability, and
exit options. This decision is hard to reverse — choose based on your
3-5 year plan, not just today's simplicity.

Entity Type Comparison

Feature	行號 (Sole Prop)	有限公司 (LLC)	股份有限公司 (Corp)
Liability	Unlimited personal	Limited to capital	Limited to capital
Min. capital	None (but need proof)	No minimum (since 2018)	No minimum (since 2018)
Shareholders	1 person	1+ (max no limit)	2+ (or 1 for gov't/corp shareholder)
Fundraising	Cannot issue shares	Limited (no public offering)	Can issue shares, convertible notes, ESOP
Tax	Personal income tax	Corporate tax 20%	Corporate tax 20%
Best for	Freelancers, side projects	Small teams, lifestyle businesses	Growth startups, seeking investment

Registration Process (股份有限公司)

Phase 1: Pre-Registration (1-2 weeks)

1. Choose company name → search on 經濟部公司名稱預查系統 (must be unique)
2. Prepare Articles of Incorporation (公司章程)
3. Open a bank escrow account (籌備處帳戶) and deposit capital
4. Obtain capital verification from CPA (會計師資本額查核)

Phase 2: Company Registration (1-2 weeks) 5. Submit to 經濟部 (MOEA) for company registration → get 統一編號 (Tax ID) 6. Register with local 商業處 for business registration 7. Register with 國稅局 for tax filing obligations 8. Register with 勞保局 for labor insurance (if hiring)

Phase 3: Post-Registration (ongoing) 9. Open company bank account (with 統編) 10. Set up accounting system (帳冊) 11. Register for e-invoice if B2C (see tw-einvoice-guide) 12. Apply for relevant permits (food, medical, financial services have additional requirements)

Key Documents Needed

Document	Purpose	Where to Get
公司章程 (Articles)	Defines company structure, rules	Draft with lawyer or use template
股東同意書	Shareholder consent for formation	Signed by all shareholders
董事願任同意書	Director acceptance	Signed by directors
會計師資本額查核報告	Capital verification	CPA firm
公司設立登記表	Registration application	經濟部 website

Common Startup Legal Tasks

Task	When	Estimated Cost
Company registration	Day 1	NT$5K-15K (DIY) or NT$15K-30K (via accountant)
Trademark registration (TIPO)	Within first 3 months	NT$3K filing fee + NT$10K-20K if using agent
Employment contract template	Before first hire	NT$5K-15K (lawyer draft)
Privacy policy (PDPA compliance)	Before collecting user data	NT$5K-10K (lawyer draft)
Shareholder agreement	Before accepting investment	NT$20K-50K (lawyer draft)

Output Format

# Taiwan Startup Legal Checklist: {Company Name}

## Entity Selection
- Recommended type: {行號 / 有限公司 / 股份有限公司}
- Rationale: {why this fits the user's situation}

## Registration Checklist
- [ ] Company name pre-check (經濟部)
- [ ] Articles of Incorporation drafted
- [ ] Capital deposited + CPA verification
- [ ] Company registration (統編 obtained)
- [ ] Tax registration (國稅局)
- [ ] Labor insurance registration (if hiring)
- [ ] Business bank account opened

## Estimated Timeline & Cost
| Step | Timeline | Cost |
|------|----------|------|
| {step} | {days/weeks} | NT${X} |

## Next Steps
1. {immediate action}

Gotchas

• 統一編號 is your identity: The 8-digit 統編 is used for everything — tax filing, invoicing, contracts, bank accounts. Get it first, then set up everything else.
• Capital verification is a one-time check: CPA verifies capital at registration. After that, the money can be used for business operations. You don't need to keep it sitting in the bank.
• Foreign founders: Non-ROC nationals can register companies but need an ARC (居留證) or APRC, and there are additional MOEA investment approval requirements.
• Address matters: The registered address determines which tax office you deal with. Using a virtual office is legal but may trigger more scrutiny.
• This is educational guidance, not legal advice: Taiwan company law is complex. Consult a licensed accountant (會計師) or lawyer (律師) for specific situations.

References

• For tax obligations after registration, see the tw-tax-basics skill
• For e-invoice setup, see the tw-einvoice-guide skill