Vietnam’s Decree No. 08/2014/ND-CP: Guidance on merger of scientific and technological organization

Currently, one or a number of scientific and technological organizations (hereafter referred to as merged scientific and technological organization) may be merged with another scientific and technological organization (hereafter referred to as merging scientific and technological organization) by transferring all legal assets, rights and interests to the merging scientific and technological organization and simultaneously terminating its existence and erasing its name in registration book for the merged scientific and technological organization.

Specifically, procedures for merger of scientific and technological organization are specified in Decree No. 08/2014/ND-CP of Vietnam’s Government as follows:

- Relevant scientific and technological organizations shall prepare the merger agreement and draft of the Charter of organization and operation of the merging scientific and technological organization. The merger agreement must have main contents such as name, address of main head office of the merging scientific and technological organization; name, address of main head office of the merged scientific and technological organization; procedures and conditions for merger; plan for labor employment; procedures, time limit and conditions for transfer of assets and contributed capital of the merged scientific and technological organization into the contributed capital of the merging scientific and technological organization; time limit for merging implementation;

- Organizations and individuals establish the relevant scientific and technological organizations under the merger agreement, the Charter of organization and operation of the merging scientific and technological organization and conduct the registration of change of Certificate of scientific and technological operation. In this case, the dossier for registration of scientific and technological operation must be enclosed with the merger agreement. The merger agreement must be sent to all creditors (if any) and notified to the employees within 15 working days from the date of adoption;

- After registering the scientific and technological operation, the merged scientific and technological organization shall terminate its existence and the merging scientific and technological organization shall be entitled to legal rights and interests and take responsibility for unpaid debts, labor contracts and other asset obligations of the merged scientific and technological organization.

View more details at Decree No. 08/2014/ND-CP of Vietnam’s Government, effective from March 15, 2014.

Thu Ba

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