What is application for enterprise registration in case of conversion in Vietnam?

1. What is application for enterprise registration in case of conversion in Vietnam?

In Clause 5, Article 26 of Decree 01/2021/ND-CP stipulates as follows:

5. The enterprise may register conversion from the enterprise type at the same time when it registers changes to enterprise registration information or notifies changes to enterprise registration information. In this case, the application for enterprise registration shall comply with the provisions in Clauses 1, 2, 3 and 4 of this Article.

If an enterprise applies for registration of conversion and replacement of legal representative at the same time, the person that signs the application shall be Chairperson of the Board of Members of the multi-member limited liability company or partnership, Company’s President or Chairperson of the Board of Members of a single-member limited liability company, or Chairperson of the Board of Directors of the joint-stock company after conversion.

2. What is registration of conversion from household business into enterprise in Vietnam?

According to Article 27 of Decree No. 01/2021/ND-CP stipulating registration of conversion from household business into enterprise in Vietnam, according to which:

1. The application for registration of an enterprise which is converted from a household business shall be submitted to the Business Registration Office of province where the enterprise will be headquartered.

2. The application for registration of an enterprise which is converted from a household business includes the original certificate of household business registration, the copy of the tax registration certificate and the documents specified in Articles 21, 22, 23 and 24 hereof corresponding to each enterprise type but excludes the investment registration certificate specified in Point b Clause 4 Article 22, Point c Clause 4 Article 23 and Point c Clause 3 Article 24 hereof. If foreign investors/foreign-invested business entities contribute capital to or purchase of shares/stakes of the enterprise converted from a household business in case procedures for registration of capital contribution or purchase of shares/stakes must be followed in accordance with the Law on Investment, the application for enterprise registration must include the written approval given by the investment registration authority for capital contribution or purchase of shares/stakes by such foreign investors/foreign-invested business entities.

3. Within 02 working days from the date of issue of the enterprise registration certificate, the Business Registration Office shall send the copy of the enterprise registration certificate and original certificate of household business registration to the business registration authority of district where the household business is located for completing procedures for shutdown of the household business.

3. What are documents and procedures for registration of social enterprises in Vietnam?

Pursuant to Clause 1, Article 28 of Decree 01/2021/ND-CP stipulates as follows:

1. Documents and procedures for registration of a social enterprise or its branch, representative office or business location shall comply with this Decree and vary according to the type of enterprise. The application must also include the commitment to fulfill social/environmental objectives which is signed by the following persons:

a) For a sole proprietorship: it is signed by the sole proprietor;

b) For a partnership: it is signed by general partners;

c) For a limited liability company: it is signed by members that are individuals; legal representatives or authorized representatives of members that are organizations;

d) For a joint-stock company: it is signed by founding shareholders that are individuals and other shareholders that are individuals, consent to and want to sign the commitment with founding shareholders; legal representatives or authorized representatives of founding shareholders that are organizations, and legal representatives or authorized representatives of other shareholders that are organizations, consent to and want to sign the commitment with founding shareholders.

The Business Registration Office shall publish the committee to fulfill social/environment objectives on the National Business Registration Portal when granting the enterprise registration certificate to the enterprise.

Best Regards!