Vietnam: Summary of fines for violations of business registration

No.

Type of violation

Violation

Fine

1

Violations against regulations on preparing the application for enterprise registration

Provision of inaccurate or untruthful information in the application for enterprise registration

VND 10,000,000 - VND 15,000,000

2

Violations against regulations on deadline for registering adjustments to certificates of enterprise registration

Registering adjustments to the certificate of enterprise registration, certificate of branch/representative office/business location registration 1 – 30 days behind schedule

VND 1,000,000 - VND 5,000,000

Registering adjustments to the certificate of enterprise registration, certificate of branch/representative office/business location registration 31 – 90 days behind schedule

VND 5,000,000 - VND 10,000,000

Registering adjustments to the certificate of enterprise registration, certificate of branch/representative office/business location registration 91 days or longer behind schedule

VND 10,000,000 - VND 15,000,000

3

Violations against regulations on publishing enterprise registration information

Failure to publish or publish on schedule enterprise registration information on National Enterprise Registration Portal

VND 1,000,000 - VND 2,000,000

4

Violations against regulations on publishing information about state-owned enterprises

Publishing inadequate of inaccurate information about state-owned enterprises

VND 5,000,000 - VND 10,000,000

Failure to notify the state ownership representative agency and the Ministry of Planning and Investment of the fact that there is more than one legal representative, or to publish in on the enterprise’s website

Authorizing a person to publish information without notifying the state ownership representative agency and the Ministry of Planning and Investment

Failure to send the state ownership representative agency a written explanation for changes to published information

Suspending information publishing without notifying the reasons for such suspension or sending a request for suspension of information publishing to the state ownership representative agency

Failure to periodically publish information

VND 10,000,000 - VND 15,000,000

Failure to publish the enterprise development strategy on the enterprise’s website and send it to the Ministry of Planning and Investment for publishing

Failure to publish approved annual and 5-year business and investment plans of the enterprise

Failure to prepare a report on result of performance of public and social duties (if any)

Failure to annually publish the progress of enterprise restructuring and innovation, report the administration and organizational structure of the enterprise, financial statement, salary and bonus scheme of the enterprise

5

Violations against regulations on enterprise establishment

Failure to convert the type of business when the minimum number of members or partners or shareholders cannot be maintained for 6 consecutive months

VND 2,000,000 - VND 5,000,000

Operating after the expiration date written in the Charter without permission for extension

VND 5,000,000 - VND 10,000,000

Failure to register changes to the business registration authority when charter capital is not adequately contributed as registered

VND 10,000,000 - VND 20,000,000

Incorrectly assess the value assets contributed as capital in a deliberate manner

VND 20,000,000 - VND 30,000,000

Carrying on the business after the certificate of enterprise registration is revoked

Doing business as an enterprise without registering an enterprise establishment

6

Violations against regulations on registering the enterprise founder

Any entity that by law does not have the right to establish an enterprise but still registers the establishment of an enterprise

VND 5,000,000 - VND 10,000,000

Any entity that does not have the right to contribute capital, purchase capital contributions/shares but still does so

7

Violations against regulations on reporting and complying with requests of business registration authorities

Failure to submit a report or submit a report on time at the request of a business registration authority

VND 1,000,000 - VND 5,000,000

Failure to submit a report or submit a report on time to the business registration authority of the area where the enterprise’s headquarters is located on changes to members of the Board of Directors (of a joint-stock company), members of the Control Board or controllers, Director or General Director

Carrying on a conditional business line after a suspension has been requested by the business registration authority

VND 5,000,000 - VND 10,000,000

Failure to change to the enterprise’s name at the quest of the business registration authority where the enterprise’s name infringes upon industrial property right

8

Violations against regulations on notifying changes to enterprise registration content

Notifying changes to the enterprise registration content 1 – 30 days behind schedule

A warning or a fine of VND 500,000 - VND 1,000,000

Notifying changes to the enterprise registration content 31 – 90 days behind schedule

VND 1,000,000 - VND 2,000,000

Notifying changes to the enterprise registration content 91 days or longer behind schedule

VND 2,000,000 - VND 5,000,000

9

Other report-related offenses

Failure to notify or notify on time the business registration authority or tax authority of the lease of a private enterprise

VND 1,000,000 - VND 2,000,000

Failure to notify or notify on time the business registration authority of the private placement of shares of a privately held company

Failure to notify the business registration authority of changes to information about founding shareholders or foreign shareholders of an unlisted company

Failure to notify or notify on time the business registration authority or tax authority of the time and duration of business suspension or time of resumption

Failure to notify or notify on time the business registration authority of information or changes to information about the name, nationality, passport number, permanent residence, quantity and type of shares of a shareholder who is a foreigner; name, enterprise ID number, headquarters address, quantity and type of shares of a shareholder that is a foreign organizations and name, nationality, passport number and permanent residence of the representative thereof if the joint-stock company is unlisted

Registering a business suspension without notifying the suspension of the branch, representative office, or business location

VND 2,000,000 - VND 3,000,000

Using, changing, canceling the stamp design, changing the quantity of stamps of the enterprise or its branch or representative office without notifying the business registration authority for posting on the National Enterprise Registration Portal

10

Violations against regulations on the enterprise’s legal representative

Failure to have a legal representative residing in Vietnam

VND 10,000,000 - VND 15,000,000

Failure to authorize a person in writing to act as a representative when the only legal representative of the enterprise leaves Vietnam

Authorizing an unqualified person to act as an authorized representative

11

Violations against other regulations on organization and management of enterprises

Failure to hold the annual General meeting of shareholders by the deadline

VND 5,000,000 - VND 10,000,000

Appoint a person who does not have the right to enterprise management to hold a managerial position

Appoint an unqualified person as the Director (General Director)

Failure to issue the certificate of capital contribution to a company’s member/partner

VND 10,000,000 - VND 15,000,000

Failure to make a member/partner/shareholder register

Failure to put up the enterprise’s name at its headquarters, branch or representative office; failure to put up the name of the enterprise’s branch, representative office or business location at its location

Failure to retain documents at the headquarters or another location specified in the company’s charter

12

Violations against regulations related to the Control Board

Failure to have a Control Board with satisfactory composition

VND 2,000,000 - VND 5,000,000

Failure to establish a the Control Board where the establishment of a Control Board is compulsory

VND 5,000,000 - VND 10,000,000

Appoint an unqualified person as a Controller

13

Violations against regulations on enterprise dissolution

Failure to initiate procedures for enterprise dissolution where dissolution is compulsory

VND 5,000,000 - VND 10,000,000

Failure to send or punctually send the decision on enterprise dissolution and minutes of meeting to the business registration authority, tax authority, and employees

14

Violations against regulations on establishment, shutdown of branches, representative offices and business locations of enterprises

Doing business at a location that is not notified to the Business Registration Office of the province where the business takes place

VND 5,000,000 - VND 10,000,000

Shutting down a branch, representative office, or business location without notifying the Business Registration Office of the province

15

Violations against regulations on private enterprises

Contributing capital or purchasing capital contributions/shares of a partnership, limited liability company, or joint-stock company

VND 5,000,000 - VND 10,000,000

Failure to adequately record the increases or decreases of capital; the entire capital and assets including loan capital and leased assets serving the enterprise’s operation in the accounting books or financial statement of the enterprise

16

Violations against regulations on parent company-subsidiary company relationships

Any subsidiary that contributes capital to or buy shares of the parent company

VND 15,000,000 - VND 20,000,000

Subsidiaries of the same parent company contribute capital or buy shares to obtain cross-ownership

Subsidiaries of the same parent company having at least 65% state capital contribute capital to establish an enterprise

17

Violations against regulations on social enterprises

Failure to use at least 51% of annual profit for reinvestment in achievements of social or environmental objectives as registered

VND 15,000,000 - VND 20,000,000

Failure to use sponsorships for proper purposes

18

Violations against regulations on business registration by business households

Registering more than one business households

VND 3,000,000 - VND 5,000,000

Failure to submit a business report at the request of the business registration authority of the district

Employ more than 10 regular employees

Wholesaling or doing mobile business at a location other than that registered with the business registration authority of the district without notifying the tax authority or market surveillance authority of the area where the headquarters is located and where the business is done

Establishing a business household without the right to do so

Failure to register the establishment of a business household where compulsory

Provision of inaccurate or untruthful information in the application for business household registration or the application for adjustments to business household registration content

VND 5,000,000 - VND 7,000,000

19

Violations against regulations on business household suspension

Suspending the business without sending a written notification or punctually sending a written notification to the business registration authority of the district where the business household was registered

A warning or a fine of VND 500,000 - VND 1,000,000

Failure to inaugurate the business within 06 months from the issuance date of the certificate of business household registration

VND 1,000,000 - VND 2,000,000

Suspending the business for more than 6 consecutive months without notifying the business registration authority of the district

20

Violations against regulations on registering changes to business household registration contents

Changing the business registration content without notifying the business registration authority of the district

A warning or a fine of VND 500,000 - VND 1,000,000

Changing business location without notifying the business registration authority of the district

Failure to suspend the conditional business line at the request of the business registration authority of the district

21

Violations against regulations on shutdown of business households

Shutting down a business household without sending a notification or without returning the original certificate of business registration to the business registration authority of the district

A warning or a fine of VND 500,000 - VND 1,000,000

22

Violations against regulations on business registration by cooperatives and cooperative associations

Failure to hold the annual general meeting of members of the cooperative or cooperative association

VND 1,000,000 - VND 2,000,000

Failure to make a member register after a certificate of registration of cooperative or cooperative association is granted

Failure to provide accurate and truthful information in the application for cooperative or cooperative association registration

VND 2,000,000 - VND 5,000,000

Doing business in the name of a cooperative or cooperative association without a certificate of cooperative registration

23

Violations against regulations on capital contribution and registration of capital contribution by cooperatives and cooperative associations

Failure to adequately and punctually raise capital as registered

VND 5,000,000 - VND 10,000,000

Failure to maintain the legal capital where legal capital is required

Failure to issue a certificate of capital contribution to a member of the cooperative or an associate cooperative

Contributing capital, buying shares, establishing an enterprise without approval by the general meeting of members

Using sources of capital that are undistributable assets of the cooperative or cooperative association to contribute capital, buy shares, or establish an enterprise

Contributing capital, buying shares, establishing an using more than 50% of the charter capital of the cooperative or cooperative association according to the latest financial statement before the time of capital contribution, share purchase, or enterprise establishment

Failure to notify the issuer of the certificate of registration of the capital contribution, share purchase, establishment of the enterprise, cooperative or cooperative association

Allowing a member to contribute more than 20% capital of the cooperative, or an associate cooperative to contribute more than 30% capital of the cooperative association

VND 10,000,000 - VND 15,000,000

24

Violations against regulations on changing cooperative or cooperative association registration content

Failure to register or punctually register or notify changes to the cooperative or cooperative association registration content

A warning or a fine of VND 500,000 - VND 1,000,000

Failure to register the change to the cooperative’s name when changing the business line which is part of the name of the cooperative or cooperative association

Failure to provide accurate and truthful information about changes to the cooperative or cooperative association registration content

VND 5,000,000 - VND 10,000,000

Carrying on the business operation during the suspension period

25

Violations against regulations on provision of information about cooperatives and cooperative associations

Failure to adequately, accurately, and promptly provide information about the business operation, finance, income distribution, and other information to the members or associate cooperatives as specified in the Charter

VND 1,000,000 - VND 2,000,000

26

Violations against regulations on restructuring of cooperatives and cooperative associations

Illegal division, consolidation, or merger of cooperatives

VND 2,000,000 - VND 5,000,000

27

Violations against regulations on registration of branches, representative offices and business locations of cooperatives and cooperative associations

Registering the address of a branch, representative office, or business location that does not exist on the administrative map

A warning or a fine of VND 500,000 - VND 1,000,000

Registering the address of a branch, representative office, or business location that is not within the lawful right to ownership or enjoyment

Untruthfully or inaccurately registering changes to the branch, representative office, or business location registration content

VND 5,000,000 - VND 10,000,000