Can a household business be allowed to buy shares in a joint-stock company in Vietnam?

Can a household business be allowed to buy shares in a joint-stock company in Vietnam?

Can a household business be allowed to buy shares in a joint-stock company in Vietnam? Thank you!

Answer:

Pursuant to Clause 2 Article 80 of the Decree 01/2021/NĐ-CP stipulating as follows:

Each individual or family household member mentioned in Clause 1 of this Article may register only one household business nationwide, and is entitled to contribute capital to and buy shares/stakes of other enterprises as an individual.

Therefore, under this regulation, a household business itself is not allowed to buy shares in the capacity of a household business, but the head of the household business is allowed to carry out this activity in his or her individual capacity.

Can a household business be allowed to buy shares in a joint-stock company in Vietnam? - Source: Internet

What is a founding shareholder of a joint-stock company in Vietnam?

It is known that a joint-stock company must have at least 3 founding shareholders when it is established. It is not clear how to identify a founding shareholder.

Answer:

Pursuant to Clause 1 Article 57 of the Decree 01/2021/NĐ-CP stipulating as follows:

A founding shareholder defined in Clause 4 Article 4 of the Law on enterprises is a shareholder that holds at least an ordinary share and has his/her signature in the list of founding shareholders submitted to the Business Registration Office at the time of application for enterprise registration.

What are procedures for changing the legal representative of a joint-stock company in Vietnam?

I would like to ask about the case where my company is a joint-stock company, and we are planning to change the legal representative in the near future. What are procedures for changing the legal representative at the Business Registration Office? Thank you.

Answer:

Pursuant to Clause 1 and 4, Article 50 of the Decree 01/2021/NĐ-CP stipulating as follows:

- In case of replacement of legal representative, the company shall send an application for changes to enterprise registration information to the Business Registration Office of province where it is headquartered. The application includes the following documents:

+ A notification of replacement of the legal representative;

+ Copies of legal documents of the new legal representative;

+ The resolution or decision of the owner of the single-member limited liability company, the resolution or decision and the copy of the minutes of meeting of the Board of Members of the multi-member limited liability company on replacement of legal representative; the resolution and the copy of the minutes of meeting of the General Meeting of Shareholders of the joint-stock company on replacement of legal representative which leads to amendments to the company’s charter; the resolution or decision and the copy of the minutes of meeting of Board of Directors of the joint-stock company if the replacement of legal representative does not cause changes to the company’s charter other than the full name and signature of the legal representative as prescribed in Article 24 of the Law on Enterprises.

- After receiving the application, the Business Registration Office shall give a confirmation slip to the enterprise, examine the validity of documents, and issue the enterprise registration certificate to the enterprise.

Note:

The person who signs the notification of change of legal representative in this case is the Chairman of the Board of Directors. If the Chairman of the Board of Directors is the legal representative, the person who signs the notification is the newly elected Chairman of the Board of Directors;

In the case where the Chairman of the Board of Members is absent or unable to exercise his or her rights and obligations, the person who signs the notification of change of legal representative is the person authorized by the Chairman of the Board of Members. If there is no authorized member or the Chairman of the Board of Members is dead, missing, arrested, serving a prison sentence, serving an administrative sanction at a compulsory drug treatment facility, a compulsory education facility, fleeing from his or her residence, limited or deprived of civil capacity, has difficulty in cognition, controlling behavior, is banned by the Court from holding a position, banned from practicing a profession or doing a certain job, the person who signs the notification of change of legal representative is the person who is temporarily elected as Chairman of the Board of Members according to the provisions of Clause 4 Article 56, Clause 3 Article 80 and Clause 4 Article 156 of the Law on Enterprises.

Thus, the procedures for registering a change of legal representative of a joint-stock company is carried out in the above order.

Best regards!