Closing a Taiwan Subsidiary or Branch: The 45-Day, 15-Day and 30-Day Tax Filings

"If the liquidator has not completed the liquidation within six months of taking office, and has not obtained a court-approved extension, the deadline is counted from the day the six-month period expires." That is how the Ministry of Finance's eTax Q&A on liquidation filings puts it (our translation; Q&A 2609). In practice, the liquidation return can fall due while the liquidation is still running. A slow wind-down does not stop the tax clock.

Closing a Taiwan company runs on two tracks. The company-law steps, from the dissolution resolution and registration to appointing a liquidator, are covered in Closing a Taiwan Company: What Happens to Capital and Company Assets?. The tax track has three numbers to remember: 45 days, 15 days and 30 days. All the rules below are stated as of October 2026.

The final-period return: 45 days from approval

Article 75 of the Income Tax Act, paragraph 1, requires a business that dissolves to close its books for the current period up to the dissolution date and, within 45 days, file a return showing its income and the tax payable. Tax is paid before the return goes in. Which day starts the count? The eTax Q&A treats the approval date as the issue date (發文日) of the competent authority's approval document, and counts from the following day (Q&A 2608).

No extension is available. The Ministry explains that the provision allowing filing deadlines to be extended has been deleted from the Income Tax Act, so these returns cannot be extended (Q&A 2612).

Business tax: deregister and file within 15 days

VAT moves first. Within 15 days of the dissolution or closure, the company must apply to cancel its tax registration (稅籍登記) (Article 30, paragraph 1, of the Value-added and Non-value-added Business Tax Act, the Business Tax Act below; Regulations Governing Taxation Registration, Article 10). Cancellation is granted only after the tax is paid or security is provided (Article 30, paragraph 2). Within the same 15 days, the company files the business tax return for the current period together with its uniform-invoice schedule. Any tax due is paid first and the receipt attached, as Article 33 of the Enforcement Rules, paragraph 1, provides.

A March 2026 notice from the Kaohsiung National Taxation Bureau shows how this catches people. A business that cancelled its registration on January 14, 2026 had to file for the January–February period by January 29, not March 15. It had made no sales in those two weeks and assumed no return was needed. More than 30 days late, it was charged a NT$3,000 late-filing surcharge (怠報金). Zero sales still means a return.

Selling off stock during liquidation keeps the invoicing duties alive: the company still obtains uniform invoices and files every two months. Sales for the period in which the liquidation period ends are reported within 15 days from the end of the liquidation period (Enforcement Rules, Article 34). Leftover goods handed to shareholders are deemed sales (Business Tax Act, Article 3, paragraph 3, item 2), while any excess VAT credit still standing when the company deregisters on dissolution is refundable (Article 39, paragraph 1, item 3). Failing to apply for cancellation can bring a fine of NT$1,500 to NT$15,000, which can be imposed again if the omission is not corrected by the deadline set (Article 46).

The liquidation return: 30 days after liquidation ends

Income earned during the liquidation period is reported within 30 days after the liquidation ends. Tax is computed at that year's corporate income tax rate and paid before filing (Income Tax Act, Article 75, paragraph 2; Enforcement Rules of the Income Tax Act, Article 65). No liquidation return is needed where another law exempts the company from liquidation, for example a dissolution by merger, division or bankruptcy (Article 75, paragraph 2, proviso; Q&A 2608).

For a company, the liquidation period is the one set by the Company Act (Article 75, paragraph 3). Under Article 87, paragraph 3 of the Company Act, the liquidator must finish within six months and may apply to the court for more time, giving reasons. That rule reaches companies limited by shares through Article 334 and limited companies through Article 113, paragraph 2. This is where the six months in the opening quote come from.

What happens if a return is late or missing? The tax office assesses the income and tax from the information it has (Article 75, paragraph 5) and refers unpaid tax to the branches of the Administrative Enforcement Agency (Q&A 2610). Fines follow under Article 110: up to twice the tax evaded if a filed return omitted or understated income, and up to three times the tax assessed if no return was filed at all.

Getting the remaining assets to the parent

Taxes come before shareholders. When a legal person is dissolved and liquidated, Article 13 of the Tax Collection Act requires the liquidator to pay its taxes, in their order of priority, before distributing any remaining assets. A liquidator who does not is personally liable for the unpaid tax. Taxes also rank ahead of ordinary claims (Article 6, paragraph 1), and Article 90 of the Company Act punishes a liquidator who distributes company property to shareholders before paying the company's debts with up to one year's imprisonment or a fine. The parent is paid last.

How much of what it receives is taxable? A 1976 Ministry of Finance ruling (台財稅第30533號) does not tax the part of the remaining assets that corresponds to share capital. The taxable amount is remaining assets, minus liquidation income tax, minus share capital, shared among the shareholders in proportion to their distribution. A 1995 ruling (台財稅第841627652號) concerned a dissolved company handing its shares in other companies to its shareholders. It said the excess over the original contribution was to be handled under the dividend withholding rules of Article 88 of the Income Tax Act.

Dividends paid to a foreign corporate shareholder are subject to withholding under Article 88, paragraph 1, item 1. Where that shareholder has no fixed place of business in Taiwan, the withholding agent pays the tax to the Treasury within 10 days of withholding and files the withholding certificate (扣繳憑單) for verification (Article 92, paragraph 2).

Neither ruling names a rate for a foreign corporate shareholder. As of October 2026 there is no comprehensive US–Taiwan income tax agreement in force (Ministry of Finance list of income tax agreements, updated September 4, 2026); how Taiwan withholds on ordinary dividends to a US parent is explained in Taiwan Subsidiary Dividends to a US Parent. A Vietnamese parent should look at the Taiwan–Vietnam agreement on the same list. Either way, settling the rate and the supporting documents with the local National Taxation Bureau before the money moves is the safer course. A US tax adviser can confirm how the liquidating distribution is treated on the US side.

A branch closes by abolishing its registration

A foreign company that no longer intends to do business in Taiwan applies to the competent authority to abolish its branch registration. Liabilities and debts incurred before the abolition stay with it (Company Act, Article 378). Once all of its branches are abolished, it must liquidate the claims and debts arising from its Taiwan business, and any debts left unpaid remain the foreign company's to pay. Unless the company appoints someone else, its Taiwan representative or the branch manager is the liquidator (Article 380). During liquidation, assets in Taiwan may not leave the country and may not be disposed of except to carry out the liquidation (Article 381).

Pulling the branch's working capital back early is risky. If, after registration, the Taiwan representative returns the branch's dedicated operating funds to the foreign company or lets it take them back, the representative faces up to five years' imprisonment or a fine (Article 372, paragraph 2). Remitting after-tax profit is a separate matter: a 1987 ruling (台財稅第7586738號) says the branch has no profit distribution issue and need not withhold tax. Branch taxation in general is covered in Running a Taiwan Branch. How the final-period and liquidation deadlines are counted when a branch is abolished is worth confirming with the local National Taxation Bureau in advance.

If the approval document has arrived, or is about to, Hovering International Law Firm can be reached at wei@hoveringlaw.com.tw; include the date on that document and the date the liquidator took office. Those two dates start the 45-day and six-month clocks.

Official sources

• Income Tax Act (所得稅法, last amended September 11, 2026), Art. 75, Art. 88, Art. 92, Art. 110
• Enforcement Rules of the Income Tax Act (last amended February 21, 2022), Art. 65
• Tax Collection Act (稅捐稽徵法, last amended December 17, 2021), Art. 6, Art. 13
• Company Act (公司法, last amended December 26, 2025), Art. 87, Art. 90, Art. 113, Art. 334, Art. 372, Art. 378, Art. 380, Art. 381
• Value-added and Non-value-added Business Tax Act (last amended May 28, 2025), Art. 3, Art. 30, Art. 39, Art. 46
• Enforcement Rules of the Value-added and Non-value-added Business Tax Act (last amended December 17, 2024), Art. 33, Art. 34
• Regulations Governing Taxation Registration (稅籍登記規則, last amended August 8, 2022), Art. 10
• Ministry of Finance eTax Portal, Q&A on liquidation and final-period filings (營利事業之清、決算申報程序): 2608, 2609, 2610, 2612
• Ministry of Finance rulings: 台財稅第30533號 (January 27, 1976), 台財稅第841627652號 (June 15, 1995), 台財稅第7586738號 (March 9, 1987)
• Kaohsiung National Taxation Bureau, notice on business tax filing after deregistration (March 5, 2026), published on the Ministry of Finance website
• Ministry of Finance, list of Taiwan's income tax agreements (updated September 4, 2026)

Checked: October 6, 2026