Chapter I. General Principles
The Regulations are enacted pursuant to Paragraph 1 of Article 43 of the Shipping Act (hereinafter referred to as “the Law”).
Regarding the Chinese and English names of a company engaged in shipping agency business, the company whose sole business is a shipping agency shall clearly identify the name by the words “Shipping Agency” and the name need not to be changed if the company also conducts other business afterwards. Nevertheless, when the company operates other business as part-time, it shall not use any name identical to that of any company of vessel carriers or ocean freight forwarders.
Chapter II. Approval of Incorporation and Registration
Whoever desires to operate the business of a shipping agency shall make an application, with the enclosure of the following documents, to the shipping administration for document review and submission to the competent authority for them to approve the establishment of the company:
1. Application Form(Attachment 1);
2. For a new company to be incorporated, draft Articles of Incorporation shall be enclosed; for an limited company to be incorporated, photocopies of ID cards of all shareholders shall be enclosed; for a company subsequently incorporated as a company limited by shares, photocopies of ID cards of all promoters shall be enclosed (Attachment2);
3. For a company that is already established and intends to include a shipping agencyinto its business scope, a revised draft Articles of Incorporation shall be enclosed; and the supportive documents of the company’s registration, the minutes of the board of directors’ meeting of the company limited by shares or approval by shareholders of the company limited thereof shall be enclosed, too; and
4. Business plan.
Any foreign shipping agency desiring to establish a branch office shall make an application, with the enclosure of the following documents, to the shipping administration for document review and submission to the competent authority for them to approve the establishment:
1. Application form (Attachment 1);
2. Business plan within the ROC territories;
3. List of the companies represented by it;
4. Counterpart or photocopy of the permit issued by the government of its home country granting the registration of shipping agency operations; and
5. The name, nationality and address of the representative appointed in the ROC territories for litigation and non-litigation cases, and the power of attorney given to the representative.
The documents under subparagraph 4 and 5 of the preceding paragraph shall be certified (verified)by an ROC embassy, consulate, representative office, liaison office, or any other agency authorized by the Ministry of Foreign Affairs of the ROC. A Chinese translation must be attached if the documents are written in any foreign languages other than English:
1. An ROC embassy, consulate, representative office or liaison office, or an organization authorized or established or a private group commissioned by the Executive Yuan of the ROC in Hong Kong or Macao;
2. Any foreign entity in the ROC authorized by a foreign embassy or consulate in the ROC or by a foreign government and engaged in certification of documents upon approval of the Ministry of Foreign Affairs of the ROC.
Any shipping agency shall have paid-in capital of no less than NT$9,000,000, and for eachadditional branch office, a capital increase of NT$1,500,000 is required.
Any branch office of a foreign shipping agency shall keep an operation fund in the ROC territories of no less than NT$9,000,000, and for each additional branch office, a capital increase of NT$1,500,000 is required.
A shipping agencyshall, in accordance with relevant laws, complete the company registration within 6 months upon approval of its establishment, and shall make an application with the enclosure of the following documents, together with a permit fee, to the shipping administration for document review and submission to the competent authority for them to issue the permit of shipping agency:
1. Application form (Attachment 3);
2. Supportive documents of the company’s registration;
3. Articles of incorporation;
4. In the case of a company limited by shares, the roster of directors and supervisors;
5. Roster of managerial officers and their ID cards (Attachment 2).
A foreign shipping agency which is approved to establish a branch office shall, in accordance with relevant laws, complete recognition and registration of the branch office within 6 months upon approval of the establishment of the branch office, and shall make an application with the enclosure of the following documents, together with a permit fee, to the shipping administration for document review and submission to the competent authority for them to issue the permit of the branch office of the foreign shipping agency before operating its business:
1. Application form (Attachment 3);
2. Recognition documents issued by the competent authority and the supportive documents of the branch office’s registration;
3. Roster of managerial officers and their ID cards (Attachment 2).
Failure to apply for the permit within the time limit referred to in the two preceding paragraphs, the approval of establishment for the company/branch office shall be revoked, provided that an application for an extension may be filed within 30 days prior to expiration of said time limit with justified reasons, and the said extension shall be no more than 6 months and the application for the extension shall be filed no more than twice.
The foreign shipping agency shall complete recognition of the company and registration of the branch office before its designated representative within the ROC territories is allowed to operate external business.
Any shipping agency desiring to establish an affiliate asa branch office shall make an application to the shipping administrationforfuture referencewith enclosure of the documents indicated hereunder, within 30 days upon completion of the registration for the establishment of the branch office pursuant to the laws:
1. Application form (Attachment 4, Attachment 5);
2. Photocopy of the supportive documents of the branch office’s registration;
3. Roster of managerial officers and their ID cards.
Any shipping agency desiring to establish an affiliate as a liaison office shall follow the stipulations below:
1. A registration application shall be filed to the shipping administrationwithin 30 days upon permission of its establishment;
2. It is not allowed to set up another representative except the representative of the head office.
3. It is not allowed to operate external business.
Any shipping agency desiring to alter the organization and name of its company shall make an application to the shipping administration for document review and submissionto the competent authority for approval.The shipping agency shall, within 30 days after completing the registration of such alteration, fill in an Application for Permit Reissuance (Attachment 3), an Application for Change of Registration (Attachment 4, Attachment 5), a Referenced List of Changes (Attachment 6) together with the payment for the associated fees, to make an application to the shipping administration for document review and submission to the competent authority for reissuance of the Permit.
Any shipping agency that alters its statutory representative, managerial officers, capital, address, directors or supervisors of a company limited by shares, or the directors or shareholders of a company limited, or the directors or managerial officers of branch offices shall fill in an Application for Change of Registration (Attachment 4, Attachment 5) and a Referenced List of Changes (Attachment 6) and submit to the shipping administrationfor future referencewithin 30 days after the registration of alteration is completed.
If the shipping agency discontinues business after commencement of its business, it shall apply for discontinuation registration to the shipping administration within 30 days from the discontinuation date of the business.
The discontinuation period as mentioned in the preceding paragraph shall not be longer than 1 year, and shall report to resume its business operation before the discontinuation period is due.
The shipping agency shall not apply for another discontinuation registration within 2 years of its report to resume business after discontinuation of business.
If a shipping agent commits one of the following after being permitted to register and a shipping agency permit is issued, it shall make an application to the shipping administration for document review and submission to the competent authority to abolish the registration and revoke the operation permit, and the original shipping agency permit shall be returned; otherwise, the shipping administration shall actively report the same thing to the competent authority to abolish the registrationand revoke the permit directly, and notify the central competent authority in charge of the Registration of Company after the annulment of the permission is confirmed.
1. The shipping agent closes operation of the shipping agency;
2. The shipping agent does not commence operation within 6 months after being issued the permit of shipping agency or has suspended of its own accord for 6 months and more after commencement but fails to make an application for such suspension in accordance with preceding article.
Before commencing the business, the shipping agency shall submit the application forms (Attachment 7, Attachment 8) and photocopies of the agency contract (the original copies will be returned after registration) to apply at the shipping administration for registration. Any shipping agency that conducts shipping business for a foreign company and is instructed by a foreign company to handle the service of inbound and outbound of the vessels shall enclose the following documents:
1. List of principals (Attachment 9);
2. Counterparts or photocopies of documents relating to the establishment registration made by the principal in its home countries and the operation information of such principals (Attachment 10);
3. List of vessels operated by the principals (Attachment 11) and supportive documents covering the principal-owned vessels.
The stipulation relating to certification (verification) under Article 4 shall be applied to the counterparts or photocopies of the foreign principals’ establishment documents registered in its home countries and the agency contract in the preceding paragraph. However, the certification (verification) of the agency contract may be replaced by the notarization of an ROC court.
Ifthe principalthat is represented by the shipping agency has no self-owned vessel, the shipping agent shall furnish the principal’s security bond of 9,000,000 N.T. dollars, and create a mortgage in favor of the local shipping administration as mortgagee. If the principal operates its business in the ROC territories for more than 3 years without any bad record and the finance situation is firm and steady, it is allowed to apply for the return of the security bond.
The security bond in the preceding paragraph can be replaced by a guarantee signed by an ROC bank, or a guarantee signed by a local vessel carrier that has vessels with a total gross tonnage of 5,000 tons or more or by a local shipping agency experienced acting on behalf of a foreign vessel carrier whose vessels are over 30,000 tons or more and there have been no bad record in the last 5 years, the guarantee can be replaced by a guarantee signed by the shipping agent itself and such guarantee shall be notarized by the court.
A shipping agency encountering one of the following circumstances shall enclose an application form for registering one-voyage business to the shipping administration to make registration. Only when above-mentioned registration is completed, the shipping agent could be allowed to act as a shipping agent.
1. Temporary loading or unloading of bulk cargos.
2. Demolition, repair, supply, visit and tourism, and other business.
When the shipping agency is authorized to apply for the registration of agency business, the supportive documents for the liability insurance of the operators shall be submitted.
When the shipping agency is authorized to issue passenger ticket or bill of lading, the sample of the passenger ticket and the supportive documents for the passengers’ personal injury insurance or the sample of the bill of lading shall be submitted. The full name of the principal shall be marked on a prominent place of such passenger ticket or bill of lading.
A shipping agent's principal who would like to engage in liner service or expand the voyage in liner service shall enclose rate tariffs and vessel schedules of the latest 1 month or more to apply for registration in the shipping administration.
A shipping agent's principal that engages in tramp service is not allowed to solicit general cargo exported out of the ROC, unless it applies for approval from the shipping administration.
Any shipping agency that is under one of the following circumstances shall apply to shipping administration for making registration of alteration, with enclosure of the application forms (Attachment 13, Attachment 14):
1. The shipping agent receives new clients or increases the business scope of agency;
2. The shipping agent terminates the agency or decreases the business scope of agency;
3. The shipping agent's principal alters the location of the company or its representative; or
4. The shipping agent increases or alters the form of passenger ticket or bills of lading.
Chapter III. Operation
The business scope of a shipping agency is as follows:
1. Issuance of passenger tickets or bills of lading and collection of fees or sea freights thereof on behalf of its principals;
2. Signing of charter parties and collecting of charter hire on behalf of its principals;
3. Soliciting of cargo and passengers;
4. Processing maritime and commercial port matters;
5. Taking care of vessels, crews, passengers or cargos, and process relevant matters of vessel inspection and repair;
6. Assisting in handling cargo claims, or the authorized relevant legal or arbitration matters;
7. Handling shipbuilding, vessel trading, charter brokerage, delivery and redelivery of ship, and assistance in handling various sea distresses; and
8. Handling other shipping agencies business as verified by the competent authority.
Any service provided by a shipping agency shall be performed under the name of the principal and shall be limited to the scope agreed upon by both parties.
When the principal of a shipping agency has the joint service with other operators, the shipping agency must make a registration in the shipping administration with enclosure of the co-operation contract or any supportive documents subscribed by the parties concerned and the photocopies of Certificate of Ship's Registry. Therefore, only the shipping agency completing the above-mentioned procedure can commence soliciting cargo and issue bills of lading with the name of the vessel under the co-operation contract.
If bills of lading issued by a shipping agency on behalf of principals, of which the cargo are not transported directly to destination by the same vessel, the transshipment port shall be shown on the bills of lading, unless otherwise agreed by the consignors.
If the shipping agency publicly solicits passengers and cargos, the shipping administration may randomly check the published advertisement and the status of business of the shipping agency.
Any shipping agency shall submit individual copies of the statement of accounts and the balance sheet to file to the shipping administration for future reference within 1 month after the deadline for the annual income tax report filed for profit-seeking enterprises.
When a shipping agency accepts agency business from a principal, it shall constantly investigate the principal's financial condition, international reputation and vessels' function and capability, in order to maintain normal operation and the order of shipping.
The shipping agency shall apply for joining local shipping agency association within 1 month after commencing operation.
The shipping agency may establish a branch office or liaison office at the county (city) where it operates the agency business pursuant to the stipulation under Article 8 and Article 9, or authorize the local shipping agency to execute the agency business.
Chapter IV. Supplementary Provisions
When any national shipping agency or any branch office of a foreign shipping agency applies for issuance of shipping agency permit, it shall pay apermit fee of NT$ 36,000.
When applying for replacement or renewal of a permit,it shall pay a permit fee of NT$ 2,100.
The stipulations under Articles 10 to 24 of these Regulations shall also apply to the branch office of the foreign shipping agency.
A shipping agency whose capital has not reached the amount of NT$ 9,000,000 is not allowed to apply for increasing agency business. The shipping agency desiring to increase agency business shall complete the registrations of the increase of capital and the alterations of company information according to the provisions set forth in Article 5 and the second paragraph of Article 10 in advance.
Regarding the establishment permission of any shipping agency andany branch office of a foreign shipping agency, issuance, re-issuance, replacement and abolishment of a permit, company change registration, business operation, collection of permit fees, penalties and any relevant matters under the Law and these Regulations, the competent authority may consign the shipping administrationto execute.
These Regulations shall come into force on the Promulgation Date.