What is the form for changes of charter capital information in Vietnam on Form 01-DK-TCT according to Circular 86?

Vietnam: How to declare the charter capital information on Form 01-DK-TCT?

Pursuant to the provision in Clause 34, Article 4 of the Law on Enterprises 2020, charter capital is defined as the total value of assets contributed or committed to be contributed by the members or owner of a limited liability company or partnership when establishing the company; it is the total face value of shares that have been sold or registered to be purchased when establishing a joint-stock company.

According to Form 01-DK-TCT in Appendix II issued with Circular 86/2024/TT-BTC, the charter capital information on Form 01-DK-TCT is declared as follows:

- For taxpayers under the category of Limited Liability Company, Joint-stock Company, Partnership: Record according to the charter capital stated on the Establishment and Operation License or equivalent License issued by the competent authority, or the source of capital on the Establishment Decision (clearly indicate the type of currency, classifying the source of capital according to the owner, and the percentage of each type of capital in the total capital).

- For taxpayers under the category of private enterprise: Record according to the investment capital stated on the Establishment and Operation License or equivalent License issued by the competent authority (specify the type of currency).

- For taxpayers who are organizations from countries sharing a land border with Vietnam and other organizations: If there is capital stated on the Establishment Decision, Business Registration Certificate, etc., record it; if not, leave this information blank.

What is the form for changes of charter capital information on Form 01-DK-TCT according to Circular 86?

The latest form for changes of charter capital information on Form 01-DK-TCT for 2025 is Form 08-MST (Declaration for adjustment and supplement of taxpayer registration information) in Appendix II issued with Circular 86/2024/TT-BTC.

DOWNLOAD >>> Declaration for changes of charter capital information on Form 01-DK-TCT

What is the form for changes of charter capital information in Vietnam on Form 01-DK-TCT according to Circular 86? (Image from the Internet)

What are cases of increase and decrease in charter capital in Vietnam according to the Law on Enterprises 2020?

The cases of increase and decrease in charter capital as stipulated in the Law on Enterprises 2020 are as follows:

(1) Case of Increasing or Decreasing Charter Capital of a One-Member Limited Liability Company

- The charter capital of a one-member limited liability company at the time of registration for establishment is the total value of assets committed to be contributed by the company owner and recorded in the company's charter.

- A one-member limited liability company can increase its charter capital through the owner contributing additional capital or mobilizing further capital contributions from others. The company owner decides the form and level of increase in charter capital.

- A one-member limited liability company can decrease its charter capital in the following cases:

+ Returning part of the capital contribution to the company owner if the company has been operating continuously for two years or more since the business registration date and ensures sufficient payment of debts and other asset obligations after returning the capital contribution to the company owner;

+ The charter capital is not fully and punctually paid by the company owner as stipulated in Article 75 of the Law on Enterprises 2020.

(According to Clause 1, Article 75 Law on Enterprises 2020, Article 87 Law on Enterprises 2020)

(2) Case of Increasing or Decreasing Charter Capital in a Limited Liability Company with Two or More Members

- The charter capital of a limited liability company with two or more members at the time of registration for establishment is the total value of capital contributions committed by members and recorded in the company's charter.

- A limited liability company with two or more members can increase its charter capital in the following cases:

+ Increasing the capital contribution of members;

+ Accepting additional capital contributions from new members.

- A limited liability company with two or more members can decrease its charter capital in the following cases:

+ Returning part of the capital contribution to members according to their proportional capital contribution in the company's charter capital if the company has been operating continuously for two years or more since the business registration date and ensures the payment of all debts and other asset obligations after returning capital to the members;

+ The company repurchases the capital contribution of members according to the provision in Article 51 of this Law;

+ The charter capital is not fully and punctually paid by the members as stipulated in Article 47 Law on Enterprises 2020.

(According to Clause 1, Article 47 Law on Enterprises 2020, Article 68 Law on Enterprises 2020)

(3) Case of Increasing or Decreasing Charter Capital of a Joint-stock Company

- The charter capital of a joint-stock company is the total face value of types of shares sold. The charter capital of a joint-stock company at the time of business registration is the total face value of types of shares registered to be purchased and recorded in the company's charter.

- A joint-stock company can increase its charter capital by offering shares, which can be conducted in the following forms:

+ Offering shares to existing shareholders;

+ Private placement of shares;

+ Public offerings of shares.

- A joint-stock company can decrease its charter capital in the following cases:

+ Following a decision by the General Meeting of Shareholders, the company returns a portion of its contributed capital to shareholders according to their shareholding proportion in the company if the company has been operating continuously for two years or more since the business registration date and ensures the payment of all debts and other asset obligations after returning to the shareholders;

+ The company repurchases the sold shares as stipulated in Articles 132 and 133 of the Law on Enterprises 2020;

+ The charter capital is not fully and punctually paid by the shareholders as stipulated in Article 113 Law on Enterprises 2020.

(According to Clauses 1 and 5, Article 112 Law on Enterprises 2020, Article 123 Law on Enterprises 2020)

(4) Case of Increasing or Decreasing Charter Capital of a Partnership

- The charter capital of a partnership is the total value of assets contributed or committed by the company's members when establishing the partnership.

- A partnership can increase its charter capital by admitting more general partners or capital-contributing members.

- A partnership can decrease its charter capital by terminating the status of a general partner.

(According to Article 177, Article 185, and Article 186 Law on Enterprises 2020)