Guidance on procedures for establishment of single-member limited liability companies in Vietnam from October 19, 2020

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.

thủ tục thành lập công ty TNHH một thành viên

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

Register directly

Register online using public digital signatures

Register online using business registration accounts

- Submit application and pay fees at the Business Registration Office where the headquarter is located

- After receiving the application, the Business Registration Office shall give a confirmation slip

- The legal representative shall enter information, download electronic documents, append the digital signature on the electronic registration application, and pay fees online according to the procedures on National Business Registration Portal (https://dangkykinhdoanh.gov.vn)

- After the application is sent, the legal representative will receive a confirmation slip

- The legal representative shall enter information, download electronic versions of ID papers from National Business Registration Portal in order to be issued with a business registration account

- The legal representative shall use the business registration account to enter information, download electronic documents, and authenticate the online application for enterprise registration according to the procedures on National Business Registration Portal (https://dangkykinhdoanh.gov.vn)

- After the application is sent, the legal representative will receive a confirmation slip

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:

Register directly

Register online using public digital signatures

Register online using business registration accounts

- The Business Registration Office shall issue the certificate of enterprise registration for the satisfactory application.

- In case of refusal to issue the certificate of enterprise registration, the Business Registration Office shall notify the enterprise founder in writing

- If the application is not satisfactory, the Business Registration Office shall send an electronic notification to the applicant for revision or supplementation of the application

- In case of application eligible for issuance of certificate of enterprise registration, the Business Registration Office shall issue the certificate of enterprise registration and notify the applicant

- If the application is satisfactory, the Business Registration Office shall send an electronic notification to the applicant for revision or supplementation of the application

- After receiving the notification of issuance of the certificate of enterprise registration, the legal representative shall submit a paper application for enterprise registration enclosed with the confirmation slip to the Business Registration Office (directly or by post)

- After receiving the paper application, the Business Registration Office shall compare documents therein with the documents submitted online and issue the certificate of enterprise registration if they are consistent

Note: If the Business Registration Office does not receive the paper application within 30 days from the day on which the notification of issuance of the certificate of enterprise registration is sent, the online application is no longer valid.

Le Vy

>> CLICK HERE TO READ THIS ARTICLE IN VIETNAMESE

73 lượt xem
  • Address: 19 Nguyen Gia Thieu, Vo Thi Sau Ward, District 3, Ho Chi Minh City
    Phone: (028) 7302 2286
    E-mail: info@lawnet.vn
Parent company: THU VIEN PHAP LUAT Ltd.
Editorial Director: Mr. Bui Tuong Vu - Tel. 028 3935 2079
P.702A , Centre Point, 106 Nguyen Van Troi, Ward 8, Phu Nhuan District, HCM City;