Macau Company Registration
1.Macau Introduction
- “Offshore commercial service organizations” are offshore organizations that allow to set up companies in Macao. Responsible for the approval, technical assistance and supervision of non-financial offshore businesses, and promote the development of non-financial offshore businesses in Australia through promotional activities. The government provides multiple tax incentives for offshore business activities.
Macau is the Macau Special Administrative Region of the People’s Republic of China. It is located on the southeast coast of China, on the west bank of the Pearl River Estuary, 60 kilometers from Hong Kong and 145 kilometers from Guangzhou. With a total area of square kilometers, it consists of two outlying islands, Macau Peninsula, Taipa Island and Coloane. The official languages are Chinese and Portuguese, and Cantonese is the everyday language. English is widely used in trade, tourism and commerce.
Location
Located on the north bank of the South China Sea, west of the Pearl River Estuary, and north of Zhuhai City, Guangdong Province.
Population
About 680,000.
Language
Traditional Chinese, Portuguese.
Legal System
Continental Law(Civil Law)
Currency
Macau Pataca(MOP$)
Foreign Exchange Control
NIL.
Economics
Mainly in the gaming industry, tourism, hotel and leisure industry.
Time Zone
UTC+8
Main Company Legislation
Macau Commercial Code
- With the rapid development of Macau’s economy, the industrial structure has evolved from the four pillars of gaming and tourism, processing and export, financial and real estate construction to an industrial structure dominated by the service industry.
- Tax rate: 5% government tax, the import is free, cigarettes, alcohol, and automobiles are all subject to consumption tax; the net profit from operating industry is subject to aprogressive tax, and the tax rate ranges from 3% to 12%; All industrial and commercial organizations are required to pay a fixed annual business tax, which is US$37.5.
- Macao economic and trade promotion activities are organized/co-organized every year, namely participating in various large-scale economic and trade exhibitions and investment cooperation negotiations held in Macao, China and around the world.
- Investors must first obtain a license from the Macau government before setting up a company in Macau and registering to engage in offshore services.
- Set up companies and other offshore non-financial institutions in Macau. It must beestablished and continued in accordance with Macau’s business regulations.
- An offshore non-financial institution established in Macau must fulfill the requirements for substantive business operations and development in accordance with the investment plan at the time of applying for an offshore license to obtain the various benefits granted by the law.
2.Economic overview and business advantages of setting a company in Macau
With the further implementation of the “Mainland and Hong Kong Closer Economic Partnership Arrangement” (CEPA) and the “Pan-Pearl River Delta Regional Cooperation Framework Agreement”, Macao and the Mainland, especially the Pan-Pearl River Delta region, have further deepened their economic integration, with the following characteristics:
- Macau has a good trading environment.
- A stable financial system with well-known banks.
- Low tax rate: the business does not generate profits tax, business tax, inheritance tax, gift tax, property transfer tax, stamp tax and salary tax (non-Macau residents).
- No foreign exchange control, funds can go in and out freely.
- Macau companies are exempt from overseas profits and are less likely to be recognized as blacklists.
3.Macau company registration regulations
Company name application
If the company has only one shareholder, the company name must end with "one-person limited company". If the company has two or more shareholders, it can end with a "limited company". The company name may need to be named in Chinese and English, and the official will translate the company name into Portuguese based on the English company name.
Registered capital
The standard registered capital is 25,000 patacas, if exceeding it, local government fees will be increased.
Directors and shareholders
A Macau company needs at least one shareholder and one director. The directors/shareholders can all be the same person. However, it is stipulated that the natural persons of the organization members must be persons over the legal age of 18 to hold the position; generally limited company shareholders cannot exceed 30 members, and limited company members must have at least 3 members.
Shares
The company is required to distribute the shares in full, and bearer shares cannot be registered; the value of the shares is equal to the capital contribution (not less than 1,000 Hong Kong dollars and should be a multiplier of 100 Hong Kong dollars).
4.Macau offshore business introduction
Responsible for the approval, technical assistance, and supervision of non-financial offshore business, and promote the development of non-financial offshore business in Macau through promotional activities. Offshore institutions allowed to operate in Macau are classified as “offshore commercial service institutions”. The government provides a number of tax incentives for offshore business activities.
(1).Offshore business specifications
Offshore institutions can be divided into two categories: offshore financial institutions and offshore non-financial institutions. According to Decree No. 58/99/M of the Offshore Business Law, the offshore financial industry is approved and supervised by the Macau Monetary Authority. The non-shore financial industry is approved and supervised by the Macau government. The operation of the offshore business must comply with the following conditions:
1.Only use non-MOP currency as the transaction and settlement currency.
2.Only for non-Macao SAR residents.
3.Only for non-Macao SAR markets.
(2).Offshore non-financial institutions
(3).Tax incentives for operating offshore service industry
The offshore service industry can be eligible for a number of tax incentives or exemptions, including supplementary income tax/business tax and stamp duty. The exempted stamp duty includes:
1.The establishment of offshore institutions and the increase of the company’s
corporate capital.
2.Insurance contracts regarding offshore risks.
3.Bank transaction activities required within the scope of offshore business.
4.Contract with an entity whose domicile is located in a non-local area because it is engaged in the offshore business.
5.The property purchased is used as the transfer stamp duty related to the office location of the offshore organization.
6.Macau company registration applications can apply for offshore business regardless of whether they are local residents of Macau or not
(4).Procedures for setting up offshore non-financial institutions
1.After submitting the application form and the application is approved, the investor should register an offshore institution and complete the procedures for establishing a company in accordance with the business regulations of the Macao Special Administrative Region.
2.Offshore institutions can only obtain the offshore service permit issued by the Macau SAR government after completing all the steps and procedures for Macau company registration. Offshore institutions are required to hire independent auditors registered by the Macau Auditor and Accountants Committee to audit the company’s accounting accounts and submit the annual audit report to the Macau government
(5).Restrictions on foreign trade
Macau is a highly open market, enjoying the status of Free Economic Zone and a separate customs territory. There is no foreign exchange control and free flow of funds. Imported goods (such as raw materials, machinery, and equipment) do not have to pay taxes.
The establishment of an import and export company in Macau According to the”Consumption Tax Regulations”, the import of alcoholic beverages (except for rice wine) and tobacco with an alcohol intensity of 30% or equal to 30% (20 degrees) by volume is subject to consumption tax.
5.Differences and characteristics of various business types
Shareholders | Registered capital | forms of investment | Company | |
Unlimited company |  Two or more | No limit  | Contribute capital by subscription capital. The forms of investment is money or labor. | S.N.C. |
Unlimited Company with Limited Liability Shareholders | One or more limited liability shareholders or one or more | No limit | The types of investment are money, finance, and labor, but limited liability shareholders can't contribute by labor. | (S.C.) |
joint-stock limited liability partnership company |  At least three | The lower limit is MOP 1 million and no upper limit  | The types of investment are money, finance, and labor, but limited liability shareholders can't contribute by labor. | S.C.A. |
Limited Company |  A minimum of two and a maximum of 30 members. | The lower limit is MOP 25,000, no upper limit  | Shareholders contribute by way of subscription shares the par value of each share is MOP 1,000 or above, and is a multiple of MOP 100. | Lda. |
Single Shareholder Private Company |  One | The lower limit is MOP 25,000, no upper limit | The company's capital is composed of a single share, and other conditions are the same as above. | One person |
Company Limited |  At least three | The lower limit is MOP 1 million and no upper limit | The company's entire capital should be divided into shares and represented by stocks, the value of each share is equal and not less than MOP100. | S.A. |
6.Offshore company establishment country
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