Template Notification of Registration for Change of Private Business Owner? How Many Private Businesses Can One Person Establish?
How many private enterprises can an individual establish?
Based on Article 188 of the Enterprise Law 2020 stipulated as follows:
“Article 188. Private Enterprise
1. A private enterprise is an enterprise owned by an individual who is solely responsible with all of his/her assets for all activities of the enterprise.
2. A private enterprise is not allowed to issue any kind of securities.
3. Each individual is only entitled to establish one private enterprise. The owner of a private enterprise cannot concurrently be the owner of a household business, a general partner of a partnership company.
4. A private enterprise is not entitled to contribute capital to establish or buy shares, capital contributions in a partnership, limited liability company, or joint-stock company.”
As per the above regulation, each individual can only establish one private enterprise and that individual cannot simultaneously be the owner of a household business or a general partner of a partnership.
Template for registration of change of private enterprise owner? How many private enterprises can one person establish?
Does the owner of a private enterprise have to bear liability for the enterprise's obligations after selling the private enterprise?
Based on Article 192 of the Enterprise Law 2020 stipulated as follows:
“Article 192. Sale of Private Enterprise
1. The owner of a private enterprise has the right to sell his/her private enterprise to another individual, organization.
2. After selling a private enterprise, the owner of the private enterprise still has to bear liability for debts and other financial obligations of the private enterprise arising during the time before the transfer of the enterprise, unless otherwise agreed by the owner of the private enterprise, the buyer, and the creditors of the private enterprise.
3. The owner of the private enterprise and the buyer of the private enterprise must comply with the provisions of labor law.
4. The buyer of the private enterprise must register the change of the private enterprise owner as stipulated in this Law.”
For debts and other financial obligations of the private enterprise arising before the date of transfer of the private enterprise, the owner of the private enterprise still bears the liability even though the enterprise has been sold, unless otherwise agreed by the related parties.
What documents are included in the registration dossier for changing the owner of a private enterprise?
Based on Article 54 of Decree 01/2021/ND-CP stipulated as follows:
“Article 54. Registration for change of private enterprise owner in case of sale, donation of the enterprise, or death of the owner
1. In case the owner of a private enterprise sells, donates the enterprise, or the owner of the private enterprise dies, the buyer, recipient, or heir must submit a registration dossier to change the owner of the private enterprise to the Business Registration Office where the enterprise is headquartered. The dossier includes the following documents:
a) Notification of the change in enterprise registration details with the signatures of the seller, donor, and buyer, recipient of the private enterprise in the case of sale or donation; the signature of the heir in case the owner of the private enterprise dies;
b) A copy of the legal papers of the individuals who purchase, receive the donated private enterprise, or heirs;
c) Sales contract or papers evidencing the completion of the sale in the case of selling a private enterprise; donation contract in the case of donating a private enterprise; a copy of the legal confirmation of the right to inheritance in the case of inheritance.
2. After receiving the enterprise registration dossier, the Business Registration Office issues a receipt, examines the validity of the dossier, and issues an Enterprise Registration Certificate to the enterprise.”
In case the owner of the private enterprise dies, sells, or donates the private enterprise, the heir, buyer, or recipient must prepare the dossier as stipulated above and submit it to the business registration office.
Latest template for notification of change of private enterprise owner?
The current notification template for changing the owner of a private enterprise is applied as Appendix II-3 issued together with Circular 01/2021/TT-BKHDT as follows:
Download the latest notification template for changing the owner of a private enterprise: Here.
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