Procedure for changing legal representatives of cooperatives in Vietnam

Procedure for changing legal representatives of cooperatives in Vietnam (Image from the Internet)

Application for changing legal representatives of cooperatives and cooperative unions in Vietnam

According to Article 38 Decree 92/2024/ND-CP, the application for changing legal representatives of cooperatives and cooperative unions in Vietnam includes the following documents:

- Proposal for registration of change in the registration details of the cooperative, cooperative alliance signed by the Chairman of the Board of Directors (for full-management organization) or the Director (for simplified management organization); in case the Chairman of the Board of Directors (for full-management organization) or the Director (for simplified management organization) is also the legal representative, the person signing the notification is the newly elected Chairman of the Board of Directors (for full-management organization) or the Director (for simplified management organization);

- A copy or original of the meeting minutes of the Member General Assembly regarding the change of the legal representative;

- A copy or original of the resolution of the Member General Assembly regarding the change of the legal representative;

- List and personal identification numbers of the legal representative who is Vietnamese; list and copy of the foreign passport or documents substituting the foreign passport of the legal representative who is a foreigner.

Note:

- In case of only changing the personal information of the legal representative recorded on the Certificate of Cooperative Registration, the cooperative, cooperative alliance shall send the registration application for change to the business registration authority at the district level where the cooperative, cooperative alliance is headquartered. The application includes a proposal for registration of change in the registration details of the cooperative, cooperative alliance.

- In case the cooperative, cooperative alliance registers the change of the legal representative concurrently with other changes, the person signing the application is the Chairman of the Board of Directors (for full-management organization) or the Director (for simplified management organization).

Procedure for changing legal representatives of cooperatives and cooperative unions in Vietnam

The procedure for changing legal representatives of cooperatives and cooperative unions in Vietnam is executed according to the provisions of Article 47 of the Cooperative Law 2023 as follows:

(1) The cooperative, cooperative alliance must register the change in the contents of the Cooperative Registration Certificate when changing any of the information stipulated in Clauses 1, 2, and 5 of Article 45 of the Cooperative Law 2023 or when changing the charter capital by 5% of the charter capital or VND 1 billion or more, or when reorganizing the cooperative, cooperative alliance. The change is performed as follows:

- Within 10 days from the date of change in the contents of the Cooperative Registration Certificate, the cooperative, cooperative alliance sends the application for registration of change to the business registration authority;

- Within 03 working days from the date of receiving the application, the business registration authority is responsible for verifying the validity of the application and issuing the Cooperative Registration Certificate; in case the application is not valid, the business registration authority must notify in writing the necessary amendments or supplements; in case of refusal, it must notify in writing and state clearly the reasons.

(2) The registration of a change in the contents of the Cooperative Registration Certificate according to a court or arbitration decision is executed as follows:

- Within 10 days from the date the court judgment or decision becomes legally effective or the arbitration award takes effect, the applicant for registration of the change in the Cooperative Registration Certificate sends the application for registration of change to the business registration authority;

- Within 03 working days from the date of receiving the registration application for change, the business registration authority is responsible for verifying and issuing the Cooperative Registration Certificate according to the contents of the legally effective court judgment or decision, or the arbitration award; in case the application is not valid, the business registration authority must notify in writing the necessary amendments or supplements; in case of refusal, it must notify in writing and state clearly the reasons.

Tran Trong Tin

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