Currently, procedures for establishment of single-member limited liability companies in Vietnam are in accordance with the Decision No. 1523/QĐ-BKHĐT and Decree No. 122/2020/NĐ-CP. Below are guidance on procedures for establishment of single-member limited liability companies in Vietnam from October 19, 2020.
DOWNLOAD: Application form for enterprise registration
DOWNLOAD: List of authorized representatives
Step 1: Preparing application
According to Decree No. 122/2020/NĐ-CP of Vietnam’s Government on single-window cooperation in processing applications for registration of enterprises, Decree No. 78/2015/NĐ-CP of Vietnam’s Government on enterprise registration and Decision No. 1523/QĐ-BKHĐT, application for registration of a single-member limited liability company shall include:
1. Application form for enterprise registration
2. The company’s charter (fully obtaining signatures of the company’s owner or the legal representative of the company);
3. A legitimate copy of one of the authorized representative’s ID papers if the single-member limited liability company is operated under model of the company's President, Director/General Director, and Controller, to be specific:
- Vietnamese citizen: unexpired ID card or Vietnamese passport;
- Foreigner: unexpired foreign passport or an equivalent document.
In case the company applies the organizational model of the Board of members, Director/General Director, and Controller, the application shall include the List of authorized representatives and a legitimate copy of one of each authorized representative’s ID papers.
4. Legitimate copies of:
- ID paper of the company’s owner if the company is owned by is an individual;
- The decision on establishment or certificate of enterprise registration or an equivalent document, the Charter or an equivalent document of the company’s owner if the company’s owner is an organization (except for the State);
- The certificate of investment registration if the enterprise is founded by foreign investors or foreign-invested business organizations according to the Law on Investment and its instructional documents.
5. The letter of attorney if the company is owned by an organization.
6. A legitimate copy of the license or written approval issued by the State bank of Vietnam in case of registration of credit institutions.
7. Original certificate of business household registration and a legitimate copy of the tax registration certificate in case registering the establishment of a business on the basis of conversion from a business household.
In case the enterprise or its founder authorizes another organization or individual to follow enterprise registration procedures, the authorized person must additionally submit the following papers:
- A legitimate copy of one of the personal identification papers;
- A legitimate copy of the service contract between the enterprise or its founder and the enterprise registration agent, and a letter of introduction (not required to be notarized or authenticated); or
- The letter of attorney as prescribed by law (not required to be notarized or authenticated).
Step 2: Submitting application
Note: According to Circular No. 47/2019/TT-BTC of the Ministry of Finance of Vietnam, fees for enterprise registration is VND 50.000 for registering application directly, and fees are exempted for online registering.
3. Receiving results
The Business Registration Office shall proceed application within 03 working days from the receipt of application as follows:
Le Vy