Does change of investment capital require registering revisions to the Certificate of Enterprise Registration in Vietnam?
Does change of investment capital require registering revisions to the Certificate of Enterprise Registration in Vietnam? How much is penalty for not registering revisions to the Certificate of Enterprise Registration in Vietnam?
I want to change the amount of investment capital for my business, do I have to register for revisions to the Certificate of Enterprise Registration? What are penalties for not registering revisions?
1. Does change of investment capital require registering revisions to the Certificate of Enterprise Registration in Vietnam?
Pursuant to Clause 1, Article 30 of the Enterprise Law 2020 has the following provisions:
1. Revisions to any of the information specified in Article 28 of this Law on the Certificate of Enterprise Registration shall be registered by the enterprise with the business registration authority.
According to Article 28 of the Enterprise Law 2020, a Certificate of Enterprise Registration shall contain the following information:
1. The enterprise’s name and EID number;
2. The enterprise’s headquarters address;
3. Full name, signature, mailing address, nationality and legal document number of the legal representative (for limited liability companies and joint stock companies), each partner (for partnerships), the owner (for sole proprietorships). Full name, mailing address, nationality and legal document number of each member that is an individual; name, EID number and headquarters address of each member that is an organization (for limited liability companies);
4. The charter capital (or investment capital if the enterprise is a sole proprietorship).
Thus, when you change the investment capital for your business, it is necessary to carry out the registration procedure to change the content of Certificate of Enterprise Registration in Vietnam.
2. How much is penalty for not registering revisions to the Certificate of Enterprise Registration in Vietnam?
Pursuant to Article 44 of Decree 122/2021/ND-CP, there are regulations on penalties for violations against regulations on deadline for registering changes in enterprise registration certificates as follows:
1. A warning shall be imposed for violations against regulations on deadline for registering changes in the enterprise registration certificate and changes in branch/representative office/business location registration information 01 - 10 days behind schedule.
2. A fine ranging from VND 3,000,000 to VND 5,000,000 shall be imposed for violations against regulations on deadline for registering changes in the enterprise registration certificate and changes in branch/representative office/business location registration information 11 - 30 days behind schedule.
3. A fine ranging from VND 5,000,000 to VND 10,000,000 shall be imposed for violations against regulations on deadline for registering changes in the enterprise registration certificate and changes in branch/representative office/business location registration information 31 - 90 days behind schedule.
4. A fine ranging from VND 10,000,000 to VND 20,000,000 shall be imposed for violations against regulations on deadline for registering changes in the enterprise registration certificate and changes in branch/representative office/business location registration information 91 days or longer behind schedule.
5. A fine ranging from VND 20,000,000 to VND 30,000,000 shall be imposed for failure to register changes in the enterprise registration certificate and changes in branch/representative office/business location registration information.
6. Remedial measures:
The violator is compelled to:
a) register changes in the enterprise registration certificate and changes in branch/representative office/business location registration information if any of the violations specified in Clauses 1 to 4 of this Article is committed in cases where the changes are yet to be registered as prescribed;
b) register changes in the enterprise registration certificate and changes in branch/representative office/business location registration information if the violation in Clause 5 of this Article is committed.
According to this Article, if you do not register to change the contents of Certificate of Enterprise Registration in Vietnam, you may be fined from VND 20,000,000 to VND 30,000,000 and forced to register to change the contents of Certificate of Enterprise Registration.
Best Regards!
