Forms of Commercial Entities:
聽a)聽 聽Individual Entrepreneur (E.I.) or Commercial Entrepreneur, natural person
聽b)聽 聽Company or Commercial Entrepreneur, corporate body
聽c)聽 聽Economic Interest Group ( A.I.E. )
Individual Entrepreneur (E.I.) or Commercial Entrepreneur, natural person
This is the same term as "Sole Proprietorship" under the previous Commercial Code of Macao. This kind of business
is exercised by one person using his own name or by his employees. He is wholly liable for all debts incurred in the business.
Company or Commercial Entrepreneur, corporate body
The members of the company contribute either in capital or in industry for the company, practicing profit reverting economic
activities back into the company and sharing the profit with the members.
Economic Interest Group (A.I.E.)
Joining 2 or above companies without affecting their qualifications of legal person, aimed at promoting and developing
each other's economic activities or simply improving and expanding the economic activities of their companies.
Types of Company and responsibilities of the members
- 1.聽 Unlimited liability Company
聽聽聽聽 Formed by at least 2 members who have subsidiary responsibilities in relation to the company.
聽聽聽 2.聽 Mixed Liability Company
聽聽聽聽聽聽聽聽聽聽 a)聽聽聽聽聽 Mixed Liability Company by quotas*:
聽聽聽聽聽聽聽聽 Composed of unlimited liability partners as well as limited liability
聽聽聽聽聽聽聽聽 partners. Limited liability partners are only responsible for their
聽聽聽聽聽聽聽聽 share proportion. With no responsibility for any debts incurred by
聽聽聽聽聽聽聽聽 the company. On the other hand, unlimited liability partners are
聽聽聽聽聽聽聽聽 responsible for all debt of the company.
b)聽聽聽聽聽 Mixed Liability Company by shares:
聽聽聽聽聽聽聽聽 Limited liability shareholders acquire shares of the company
聽聽聽聽聽聽聽聽 and are only responsible for this amount, unlimited liability
聽聽聽聽聽聽聽聽 shareholders are responsible for all debt of the company.
- 3.聽 Limited Liability Company by quotas*:
This is the most common type of company set up in Macao, composed of a minimum of 2 and maximum of 30 members. The minimum number of quota issued should therefore be two and the minimum value for each quota should not less than Mop1000, each subscriber should have at least 1 quota.
隆@
However, another type of limited liability company by quotas is also available, Limited Liability Company by a Sole Owner. Any natural person can set up his own company with his own capital. This company is formed by 1 quota and consists of 1 single person. This type of company is subject to the same regulations that apply to Limited Liability Company by quotas.
聽聽聽聽聽聽聽 *Quota is a share in a private limited liability company. The rights of transferring is restricted and it prohibit
聽聽 聽聽聽聽 any invitation to the public to subscribe for any shares in the company.
聽聽4.聽 Limited Liability Company by shares聽
A Limited Liability Company by shares has a share capital. The minimum capital is Mop 1,000,000 and the minimum
value of each share must be Mop 100 with shares of equal value Composed of at least 3 members, the shareholders
are responsible only for the shares they owned, not for the debts of the company. The company is responsible for the
debts in its total assets.
聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽聽 |
Number of owner |
Capital |
Form and realization of participation of capital |
Compulsive Additional Trade name |
Unlimited liability Company |
2 or above |
No maximum and minimum limit |
Money or industry |
S.N.C. |
Mixed Liability Company by quotas |
1 or above unlimited liability shareholder and 1 or above limited liability shareholder |
No maximum and minimum limit |
Unlimited liability shareholder and limited liability shareholder are both paid in cash |
S.C. |
Mixed Liability Company by shares |
1 or above unlimited liability shareholder and at least 3 limited liability shareholders. |
Minimum limit:1,000,000 and No maximum limit |
Unlimited liability shareholder paid in cash and limited liability shareholder聽 paid by shares |
S.C.A. |
Limited Liability Company by quotas |
2 to 30 persons |
Minimum limit:25,000 and No maximum limit |
By purchasing quota of the company ,the nominal value of the quota at least Mop1000 or in multiples of 100 |
L.D.A. |
Limited Liability Company by sole owner |
1 person |
Minimum limit:25,000 and No maximum limit |
Capital of 1 share and the rest is same as Limited Liability Company by quotas |
Sociedade Unipessoal Lda |
Limited Liability Company by shares |
At least 3 persons |
Minimum limit:1,000,000
No maximum limit |
All capital is divided into equal shares and value of at least 100 |
S.A. |
Companies Registry聽
All legal and administrative procedures apply to all local and foreign individuals or organizations interested in setting-up a company in Macao.聽
Investors may obtain details of the necessary procedures for setting up a business from IPIM's private notary, the "One Stop Service" provided by a public notary and the Commercial Registry Office or a lawyer.
聽Procedures for Company Set up
Procedure |
Legal mean/location |
Requirements |
1. 聽Application of admissibility of聽 trade name聽聽聽聽 |
Commercial Registry Office (CRCBM) |
Fill up the required form with proposed name, and a clear definition of the objectives of the company |
2. Memorandum and Articles of Association
聽
* (within 60 days of obtaining trade name ) |
聽- through IPIM's private notary; or
聽- lawyer registered in Macao; or
聽- document written by the聽 applicant and certified by the notary |
Notarial contract or individual contract confirmed by a public or private notary, according to type of company and legal requirements in force |
3. Registry of the Company
聽
*(within 15 days of signing of the聽 memorandum) |
Commercial Registry Office (CRCBM) |
聽1. Letter of Application (with the verification
of signature)
聽2. Company Constitution Document
聽3. List of names of shareholders and I.D. copies
聽4. List of names of the administrative board
聽5. Letter of Appointment of the administrative board
聽6. Copy Certificate of Admissibility of Trade Name |
4. Declaration of commencement of
operation |
聽Macau Finances Services Bureau (DSF) |
1.聽聽聽聽聽聽聽 Filing in the Industrial Tax ( Form M1, 2 copies) with the verification of signature
2.聽聽聽聽聽聽聽 List of names of the shareholders and their ID copies
3.聽聽聽聽聽聽聽 List of names and Letter of Appointment of the administrative board
4.聽聽聽聽聽聽聽 Certificate of registration issued by Commercial Registry Office (CRCBM)
5.聽聽聽聽聽聽聽 Copy of the Memorandum and Articles of Association
6.聽聽聽聽聽聽聽 Payment of the Industrial Tax (Form M 7) |
|