Asia

Taiwan: contracts, corporate, trademarks and employment

Taiwan is a civil law jurisdiction with a Company Act that distinguishes the company limited by shares from the limited company, a Labor Standards Act with detailed rules on notice and non-competes, and a trade mark office that examines efficiently. Foreign groups operate through subsidiaries or branches subject to investment review, and contract in Chinese or bilingual form.

Review a contract here, US$590 File a trademark, US$950 per class

Contracts Corporate Trademarks Employment Products here Questions

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Who signs off and files here
LegalMatrix prepares documents on its AI-assisted workflow and delivers in Taiwan through a Taiwanese law firm engaged as its delivery partner. Every document is reviewed and signed off by an attorney admitted to practise in Taiwan before release, with Chinese and English texts aligned. Trade mark searches and TIPO filings are handled by a trade mark agent registered with TIPO.

Contracts

Topic	Essentials
Governing law	Parties may choose the governing law under Article 20 of the Act Governing the Choice of Law in Civil Matters Involving Foreign Elements. Taiwanese counterparties expect Taiwan law and the Taipei District Court or arbitration at the Chinese Arbitration Association; foreign law is common in cross-border licensing and supply agreements. Taiwan is not a party to the New York Convention, but recognises foreign arbitral awards under the Arbitration Act on a reciprocity basis.
Language	Court proceedings are in Mandarin Chinese and foreign-language documents must be translated. Bilingual contracts with a prevailing-language clause are standard; registry filings are in Chinese.
Electronic signature	The Electronic Signatures Act, amended in 2024, treats electronic documents and electronic signatures as functionally equivalent to paper documents and handwritten signatures and removed the earlier requirement for counterparty consent, replacing it with a right to object in advance. Digital signatures backed by a certificate from a certification authority approved by the Ministry of Digital Affairs are presumed to have been made by the signatory. Exclusions now require express statutory authority or an announcement by the Judicial Yuan or Ministry of Justice for judicial matters; existing administrative exclusions lapse after a transition period. Check the authority: https://moda.gov.tw/

Company contracts are customarily executed with the company chop and the responsible person's chop alongside or instead of signatures; LegalMatrix documents provide for both.
Stamp tax applies to certain paper instruments (for example contracting agreements and receipts); check the Ministry of Finance for the treatment of electronic contracts.
The Civil Code governs contract formation, standard terms and remedies; the Consumer Protection Act overrides unfair standard terms in consumer dealings.
Foreign public documents used in Taiwan are authenticated through Taiwan's overseas representative offices rather than by apostille, as Taiwan is not a party to the Hague Apostille Convention.

Corporate

Topic	Essentials
Director duties	Article 23 of the Company Act requires the responsible persons of a company to act loyally and with the care of a good administrator, with personal liability for loss caused by breach. A company limited by shares has a board of at least three directors (or one or two directors for a non-public company that so elects) and supervisors or an audit committee; a limited company has one to three directors. There is no residency requirement.
Shareholder rights	Ordinary resolutions pass by a majority of votes at a meeting attended by holders of a majority of shares; special resolutions (for example amendments to articles, mergers, major asset disposals) require two-thirds of votes at a meeting of holders of a majority of shares, or the alternative majorities in the Act. Shareholders have inspection rights and may call meetings above a holding threshold. A closely-held company limited by shares may use articles to tailor voting and transfer rules.
Share transfers	Shares in a company limited by shares are freely transferable in principle (Article 163); restrictions are imposed through a shareholders' agreement, binding among the parties, or in the articles of a closely-held company. A limited company member needs the consent of a majority of the other members to transfer. Transfers of shares in foreign-invested companies are reported to the Department of Investment Review, and the shareholder register is updated by the company; securities transaction tax or income tax may apply depending on whether share certificates have been issued. Check the authority.

Foreign investment in a Taiwan company requires approval from the Department of Investment Review of the Ministry of Economic Affairs before capital is injected or shares are acquired.
The company limited by shares (gufen youxian gongsi) is the vehicle for employee equity; the limited company (youxian gongsi) has capital contributions rather than shares.
Annual shareholders' meetings must be held within six months of the fiscal year end; minutes are kept in Chinese.
Companies must report their responsible persons and major shareholders (above 10 per cent) to the Ministry of Economic Affairs platform annually; check the authority.

Trademarks

Approximate time from filing to registration without opposition, compared with two other offices. Compare all ten.

Topic	Essentials
Authority	Taiwan Intellectual Property Office (TIPO)
System	First to file. Protection arises from registration; an earlier user has a limited defence of good-faith prior use.
Time to registration	Approximately 6 to 8 months from filing to registration without office actions; an accelerated examination route exists. Check the authority.
Classes	Nice Classification. Fees are charged per class, with a reduced fee for electronic filing using TIPO's standard descriptions; check the authority.
Opposition	Post-registration: 3 months from the publication date of the registration.
Term	10 years from the publication date of the registration, renewable for further 10-year periods; renewal may be filed within six months before expiry, with a six-month grace period after.

Foreign applicants without a domicile or business office in Taiwan must appoint a local trade mark agent registered with TIPO; a notarised power of attorney is not required.
Taiwan is not a member of the Madrid system, so a separate national application is always required.
A registration not used for three years, or unused for a continuous three-year period, may be cancelled on request.
Chinese-character versions of foreign marks are commonly filed alongside the Latin-script mark to prevent pre-emptive transliterations.