Application for Seal Change and Capital Transfer in a One-Person Shareholder Limited Company
To strengthen identity verification and protect the rights of original responsible persons, Taiwan Ministry of Economic Affairs implemented the following measures effective immediately for applications involving both seal changes and shareholder capital transfers in one-person shareholder limited companies.
According to Article 5, Section 1, Schedule 3 of the Company Registration Rules, when a one-person limited company transfers shareholder capital, changes the director, or amends the articles of incorporation, the new director must submit all required documents such as the application form, a copy of the articles of incorporation, and a copy of the shareholder consent form. The registration authority will review these documents in writing, and if they meet the legal requirements and procedures, the registration will be approved.
Recently, there was a case where the original shareholder of a one-person limited company claimed that their registration and seal were changed without permission. We reviewed the approval process and asked the Ministry of Economic Affairs’ Commercial Development Department to consider more strict document requirements and procedures. To protect the rights of the original responsible person, starting now, when applying for seal changes together with shareholder capital transfers in a one-person limited company, the shareholder consent form must be stamped with the original responsible person’s registered seal. Also, a copy of the original responsible person’s ID must be attached.
If the original responsible person’s registered seal is lost, they must provide a signed declaration or personally bring a valid photo ID to apply in person. If the required documents are not complete, the original responsible person will be notified first to confirm the changes before approval, to prevent unauthorized changes.
