Types of Commercial Entities
How to set up a company:
Forms of Commercial Entities:
* Investors can set up a company through either : NotaryPublic, lawyers, or by choosing
Macao Trade and Investment Promotion Institutes “One stop Service”
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 whollyliable for all debts incurred in the business.
Company or Commercial Entrepreneur, corporate body
The members of the company contribute either in capitalor in industry for the company, practicing profit reverting economic activities back into the company and sharing the profit with the members.
EconomicInterest Group (A.I.E.)
Joining 2 or above companies without affecting theirqualifications of legal person, aimed at promoting and developing each other’s economic activities or simply improving and expanding the economicactivities of their companies.
Typesof Company and responsibilities of the members:
1. Unlimitedliability Company
Formed by at least 2 members whohave subsidiary responsibilities in relation to the company.
2. Mixed LiabilityCompany
a) Mixed Liability Company by quotas*:
Composed of unlimited liability partners as well as limited liability partners. Limited liability partners are only responsible for their share proportion. With no responsibility for any debts incurred by the company. On the other hand, unlimited liability partners are responsible for all debt of the company.
b) Mixed Liability Companyby shares:
Limited liability shareholders acquire shares of the company and are only responsible for this amount, unlimited liability shareholders are responsible for all debt of the company.
3. LimitedLiability Company by quotas*:
Thisis the most common type of company set up in Macao, composed of a minimum of 2 andmaximum of 30 members. The minimum number of quota issued should therefore betwo and the minimum value for each quota should not less than Mop1000, eachsubscriber should have at least 1 quota.
However, another type of limitedliability company by quotas is also available, Limited Liability Company by asole Owner. Any natural person can set up his own company with his owncapital. 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 LimitedLiability Company by quotas.
*Quota is a share in a private limited liability company. The rights oftransferring is restricted and it prohibit any invitation to the public to subscribe for anyshares in the company.
4. Limited Liability Companyby shares
A Limited Liability Company by shares has a sharecapital. 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 atleast 3 members, the shareholders are responsible only for the shares they owned, not for the debts of thecompany. The company is responsible for the debts in its total assets.
Number of owner
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 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
|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.|