Company Incorporation Step by Step: Macau

 

This article covers the main points on registering a company in Macau. Read on for details on Macau’s requirements, procedures, and the estimated timeline to register a company. 

Minimum Setup Requirements to Register a Company in Macau

• Director – 1 
• Shareholders – 2 
• Company Secretary – 1, only if the company size exceeds 10 persons 
• Minimum Capital Requirement of MOP 25,000

There is no residency requirement for the shareholders/ directors and company secretary.

Offshore Companies are also a feature of Macau’s business scene. The requirements to operate an offshore business are:

• Application to carry out business transactions and settlements in a currency apart from MOP
• Business transactions must be targeted to non-Macau residents
• Market must be targeted towards non-Macau regions

Once the application and criteria is fulfilled, a registration fee of MOP 5,000 and a semi-annual operating fee (depending on capital amount) must be paid to the government. 

Registration Timeline 

The entire process to register your business in Macau is rather streamlined and takes around 3-4 weeks before business can commence. Many applications and forms can be found on the one-stop e-service platform which is being regulated by the Macao Trade and Investment Promotion Institute (IPIM).

Step 1: Register your Trade Name  

The first step to incorporate your business is to apply for the admissibility of the proposed trade name with the Commercial Registry Office (CRCBM). 

Applicants need to fill up the application form with the trade name proposed as well as the clear objectives and definition of the company.

The Trade Name must not be identical to any existing company and there are certain restrictions on the use of selected words. Additionally, the applicant can choose to either incorporate with a Chinese or Portuguese or English name. However, it cannot be incorporated with both a Chinese and Portuguese name. 

Step 2: Submit the Memorandum and Articles of Association

This second step must be done within 60 days upon receiving approval for the proposed trade name. The documents must be confirmed by either a public or private notary (depending on the type of company) and it can be done through 3 methods:

• Through IPIM’s private notary 
• A lawyer that is registered in Macau 
• A document written by the applicant and certified by a notary

Step 3: Registering your Company

Within 15 days of signing the memorandum, the applicant is required to submit the following documents to the Commercial Registry Office (CRCBM) 

• Letter of Application (signed for verification) 
• Company Constitution Document 
• List of shareholders’ names and copies of their identification 
• List of administrative board members in the company 
• Letter of Appointment for the administrative board
• Official copy of the certificate of the Admissibility of Trade Name

Step 4: Application for Taxes

The last step before your company is able to commence operations is to register to pay taxes with the Macau Finances Services Bureau (DSF). The application process requires the following documents:

• Industrial Tax (Form M1) – 2 copies, both with a signature for verification
• Names of shareholders and copies of their identification 
• Letter of Appointment for the administrative board
• List of administrative board members of the company 
• Certificate of Registration, as issued by the Commercial Registry Office (CRCBM)
• Copy of the company’s Memorandum and Articles of Association
• Payment of the Industrial Tax (Form M7) 

Step 5: Enrolment into other services

The employer must also enrol himself and the employees to the Social Security Fund, and there are quarterly payments to be made annually.  

Accounting

Each Macau-registered company (both offshore and onshore) needs to submit the Annual Return and financial statements to the Financial Services Department. 

The company will have to be audited if the average annual income for the last 3 years of operation exceeds MOP 500,000 and its capital exceeds MOP 100,000.

All employees’ monthly records, Fixed Asset Listing, Balance Sheet and Meeting Minutes Book must be filed and kept.

Corporate Tax Requirements

A taxation fee of no more than MOP 3,000 must be paid in full annually in September. 

Any taxation fee above MOP 3,000 must be paid in 2 instalments between September and November annually.

Failure to pay in full in September results in an overdue interest imposed and an additional 3% of unpaid taxation levied. The second payment is then due immediately. 

Annual General Meeting

All Macau-registered companies must hold their Annual General Meeting within 3 months after the end of each fiscal year. 

This article does not constitute legal advice.

The opinions expressed in the column above represent the author’s own.

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