Best Investment & Business Structuring Lawyers in Taipei

1. About Investment & Business Structuring Law in Taipei, Taiwan

Investment and business structuring law in Taipei focuses on how a business is formed, owned, and governed within Taiwan's legal framework. It covers corporate entities, equity ownership, governance rules, and regulatory approvals for both domestic and foreign participation. In practice, most structuring decisions involve choosing a business form, drafting charter documents, and ensuring compliance with national and local authorities.

Taipei, as Taiwan’s capital and financial hub, hosts many multinational corporations and startups that navigate local company law, foreign investment rules, and regulatory reviews. Effective structuring reduces risk, clarifies ownership, and helps align a venture with Taiwan's corporate, tax, and securities regimes. Understanding the interplay between the Company Act, foreign investment rules, and investment screening is essential for sustainable growth.

Key authorities that shape practice include the Ministry of Economic Affairs (MOEA), the Financial Supervisory Commission (FSC), and the Judicial Yuan for court interpretations of corporate law. Official law texts and updates are published by the Ministry of Justice and MOEA, and are accessible to practitioners and the public for reference.

Source: Ministry of Justice and MOEA policy updates on corporate and investment law. See official law texts at law.moj.gov.tw and MOEA portals for current guidance.

2. Why You May Need a Lawyer

A lawyer helps ensure your investment and structuring plan complies with Taiwan's regulatory framework and minimizes risk from the start. Below are concrete scenarios that commonly require legal counsel in Taipei.

• A foreign technology firm intends to establish a Taiwan subsidiary with a locally funded share structure and specific board composition. A lawyer can draft the Articles of Incorporation, shareholder agreements, and ensure alignment with the Company Act and foreign investment requirements.
• A domestic company plans a cross-border restructuring into a holding or SPV structure to streamline regional acquisitions. An attorney can oversee corporate reorganization, intercompany agreements, and capital optimization while preserving tax efficiency and regulatory compliance.
• A potential acquisition of a Taiwan domestic company by a foreign investor triggers the Investment Review Act review. Legal counsel coordinates filings, due diligence, and national security screening processes with MOEA and relevant authorities.
• A company needs to convert from a branch to a wholly owned subsidiary or vice versa to meet licensing or tax planning objectives. A lawyer handles conversion procedures, asset transfers, and compliance with regulatory reporting standards.
• A foreign investor seeks certification and registration under foreign investment rules for initial capital injection, repatriation considerations, and post-investment compliance. Legal counsel prepares filings, monitors approvals, and coordinates with tax authorities.
• A startup owner wants to implement an employee stock option plan (ESOP) within Taiwan, ensuring alignment with labor, tax, and securities regulations. An attorney drafts plan documents and coordinates with relevant agencies for tax treatment.

3. Local Laws Overview

The practice of Investment & Business Structuring in Taipei relies on several core laws and regulations. Here are 2-3 key statutes that govern corporate formation, foreign investment, and screening of investments.

• Company Act (公司法) - Governs incorporation, shareholding, director duties, and corporate governance for Taiwan entities. It sets the framework for how companies are legally organized and managed in Taipei and nationwide. Official texts are maintained by the Ministry of Justice (MOJ).
• Foreign Investment Act (外國投資法) - Regulates foreign investment in Taiwan, including registration, capital contributions, and related approvals. It is administered by MOEA and its Investment Commission, with ongoing updates to reflect market and security considerations.
• Investment Review Act (投資審查法) - Provides national security screening and regulatory oversight for certain foreign investments and acquisitions in Taiwan. It is enforced by MOEA and has been amended over time to address evolving security concerns and cross-border transactions.

Recent trends point to heightened screening for sensitive sectors and increased scrutiny of cross-border deals, especially where foreign participation could impact critical technologies or national interests. Practitioners should monitor MOEA announcements and official law texts for the latest changes and procedures.

Source: MOEAs Investment Review Act guidelines and MOJ/LAW texts. See official resources at law.moj.gov.tw and moea.gov.tw for current provisions.

4. Frequently Asked Questions

What is the purpose of the Company Act for Taipei based businesses?

The Company Act sets the legal framework for forming and operating companies in Taiwan, including governance, capital structure, and shareholder rights. It applies to all businesses registered in Taipei and nationwide.

What basic documents are required to form a Taiwan company?

Essential documents include the Articles of Incorporation, company name verification, director and supervisor information, and registered capital details. A lawyer can tailor these documents to reflect local regulatory requirements.

How do foreign investments get registered in Taiwan?

Foreign investors register via MOEA with the appropriate authority, typically the Investment Commission or its successors. Registration enables capital contribution and business operations in Taiwan.

Do I need a local director or resident director for a Taiwan company?

Taiwan allows foreign and local directors, but specific sectors or licensing may impose residency or certification requirements. A lawyer can verify current obligations for your industry and structure.

What is the difference between a Taiwan subsidiary and a branch?

A subsidiary is a separate legal entity with its own corporate status and limited liability. A branch is part of the foreign parent and generally not a separate legal entity, affecting liability and tax treatment.

How long does it typically take to complete company registration in Taipei?

Registration timelines vary by complexity, but straightforward domestic registrations often proceed within a few weeks after submission. International or cross-border structures may take longer due to approvals.

What are common tax considerations when structuring a business in Taiwan?

Key considerations include corporate income tax, value-added tax, and potential tax incentives for domestic or foreign investment. A local tax advisor can map incentives to your structure.

How much does it cost to hire a lawyer for investment structuring in Taipei?

Costs vary with complexity and scope, from document drafting to due diligence. Expect fees reflecting preparation, negotiations, and regulatory filings, usually quoted after a brief scoping call.

What is required for an acquisition to pass the Investment Review Act review?

The review focuses on national security, industry impact, and ownership control. Submissions typically involve due diligence and a formal submission to MOEA for assessment.

Can I restructure an existing Taiwan company to optimize ownership and control?

Yes, corporate reorganizations such as mergers, acquisitions, or share swaps are common. They require careful alignment with the Company Act and regulatory approvals where foreign ownership is involved.

What steps are involved in drafting Articles of Incorporation for a Taiwan entity?

Key steps include defining business scope, share structure, governance rules, and registered capital. A lawyer ensures compliance with the Company Act and resolves conflicts before filing.

Is a holding company structure advisable for regional operations in Asia?

A holding structure can improve governance and cross-border tax planning, but it requires careful regulatory analysis and transfer pricing considerations. A lawyer can model alternatives and risks.

5. Additional Resources

• Ministry of Economic Affairs (MOEA) - English portal - Government agency responsible for economic policy, foreign investment rules, and industrial development in Taiwan. https://www.moea.gov.tw/English/index_en.aspx
• Law and Regulations - Ministry of Justice - Official source forTaiwan law texts including the Company Act, Foreign Investment Act, and Investment Review Act. https://law.moj.gov.tw/ENG/index.html
• Financial Supervisory Commission (FSC) - English site - Supervisory body for financial markets and corporate governance matters relevant to investment and structuring. https://www.fsc.gov.tw/en/

These resources provide official guidance, legislative texts, and regulatory updates useful for practitioners and residents of Taipei seeking to structure investment and corporate affairs.

6. Next Steps

1. Clarify your objectives and preferred corporate form (subsidiary, branch, or holding company) based in Taipei. Set a realistic scope for regulatory approvals and tax planning.
2. Engage a Taipei-based corporate law attorney to assess regulatory requirements, draft incorporation documents, and prepare investor filings. Request a scope of work with milestones and fees.
3. Prepare preliminary documents and organizational details, including ownership structure, board composition, and funding plan. Have these reviewed for compliance with the Company Act and foreign investment rules.
4. Confirm whether your project triggers Investment Review Act screening or foreign investment registration, and plan the submission timeline accordingly with your counsel.
5. Coordinate with a local tax advisor to map incentives, valuation methods, and transfer pricing implications for your structure in Taiwan.
6. Submit incorporation and registration filings to the relevant Taiwanese authorities and monitor for any additional information requests. Maintain a clear log of all communications and deadlines.
7. Establish ongoing governance, reporting, and compliance processes to meet annual corporate filings, tax returns, and regulatory audits. Review these processes annually with your legal team.