File for Registration of Change in Members of a Two-Member LLC Due to Transfer of Contributed Capital

Pursuant to the provisions of Clause 2, Article 52 of Decree 01/2021/ND-CP:

In the case where a multi-member limited liability company registers to change its members due to the transfer of capital contribution, the company shall submit the registration dossier for the change of enterprise registration content to the Business Registration Office where the company is headquartered. The dossier includes the following documents:

- Notice of change in enterprise registration content signed by the company's legal representative;

- List of members of the multi-member limited liability company. The list of members must include the signatures of the new member and the member whose capital contribution has changed, and the signature of the member whose capital contribution has not changed is not required;

- Transfer contract or documents proving the completion of the transfer;

- Copies of the legal documents of the individual in case the new member is an individual, or copies of the legal documents of the organization, copies of the legal documents of the individual for the authorized representative, and copies of the document appointing the authorized representative in case the new member is an organization.

For members who are foreign organizations, the copies of the organization's legal documents must be consularly legalized;

- A document from the Investment Registration Authority approving the capital contribution, share purchase, or capital contribution purchase of the foreign investor, or the economic organization with foreign investment, in cases where procedures for registration of capital contribution, share purchase, or capital contribution purchase according to the provisions of the Law on Investment are required.

Thus, the registration dossier for changing members of a multi-member limited liability company due to capital contribution transfer includes the above-mentioned documents.

Sincerely!