最新消息 / Types of Companies under Taiwan law
發佈日期：2020-08-03
Types of Companies under Taiwan law
If you decide to set up a company, two most common choices are limited company and company limited by shares. A company limited by shares can be further set up as a closely-held company limited by shares.  The table below summarizes the main differences among each other.
 
  limited company
company limited by shares
 
closely-held company
limited by shares
 
Shareholder Requirements Shareholders can be corporations or natural persons, local or foreign.
Minimum capital required   No minimum capital requirement

Shareholders have
limited liabilities?
 
          Yes                                           
Minimum number
of shareholders		   1 2 (Note 1)  2 (Note 1)

Maximum number
of shareholders
 
   No restrictions    No restrictions   50
Minimum number
of key personnel		   1 director

1 director, 1 supervisor
    (Note 2)
 

1 director, 1 supervisor
(Note 2)
 

Maximum number
of key personnel
 		   3 directors No restrictions No restrictions
Allowed to issue shares?
   No Yes Yes
Allowed to prohibit share
transfer under the
constitutional documents?
No. But a shareholder must obtain
consent from 1/2 or 2/3 of the
other shareholders before he can
transfer his capital contribution 
No
Yes. It’s a compulsory requirement for a
closely-held company limited by shares to
provide share transfer restrictions in the
constitutional documents.
 

Having the shareholders’
meeting as a governing body?
 		 No Yes Yes

Having the shareholders’
meeting as a governing body?
 		 No Yes Yes
 
  • Allowed to have only 1 shareholder
  • Easy to understand because
    its structure is similar to a
    corporation under Delaware law.
  • Suitable for a company which
    may have many shareholders
  • Allowed to impose share transfer restrictions under the constitutional documents.
 
Note 1: A company limited by shares is allowed to have only 1 shareholder if the shareholder is a company, corporation or any other form of legal person.  
Note 2: A company limited by shares is allowed to have only 1 director and sets up no position of supervisor if the company has a sole company shareholder. 

Company laws in Taiwan are sometimes complicated and investing into Taiwan requires approval from the Taiwan government.  Please consult independent advice before you seek to apply the information above. If you require further assistance, please contact alicia.hsu@dentons.com.tw (August 2020)