Regulations on dissolution of cooperatives and unions of cooperatives in Vietnam

Case of voluntary dissolution of cooperatives and unions of cooperatives in Vietnam

Pursuant to Clause 1, Article 54 of the Law on Cooperatives 2012, the general meeting of members or member cooperatives shall decide on voluntary dissolution and establishment of a voluntary dissolution board which comprises representatives of the Board of Directors, Control Board or controller, executive committee and representatives of members or member cooperatives.

Within 60 days from the date the general meeting of members issues a resolution on voluntary dissolution, the voluntary dissolution board shall perform the following tasks:

- Notifying the dissolution to the state agency which has issued the certificate of registration to the cooperative or union of cooperatives; publishing on a newspaper of the locality in which the cooperative or union of cooperatives is operating on 3 consecutive issues an announcement on the dissolution;

- Notifying organizations and individuals which have economic relations with the cooperatives or union of cooperatives of the time limits for payment of debts, liquidation of contracts and handling of assets and capital of the cooperative or union of cooperatives as prescribed in Article 49 of the Law on Cooperatives 2012.

Regulations on dissolution of cooperatives and unions of cooperatives in Vietnam (Internet image)

Case of compulsory dissolution of dissolution of cooperatives and unions of cooperatives in Vietnam 

Pursuant to Clause 2, Article 54 of the Law on Cooperatives 2012, the People’s Committees at the same level with the state agency which has issued the certificate of registration to the cooperative or union of cooperatives shall make a decision on compulsory dissolution of the cooperative or union of cooperatives in one of the following cases:

- The cooperative or union of cooperatives fails to operate for 12 consecutive months;

- The cooperative or union of cooperatives fails to ensure sufficient minimum number of members prescribed by the Law on Cooperatives 2012 within 12 consecutive months;

- The cooperative or union of cooperatives cannot hold an annual general meeting of members within 18 consecutive months without any reason;

- Having its certificate of registration revoked;

- By decision of the court.

Procedures for compulsory dissolution for a cooperative or union of cooperatives in Vietnam

Pursuant to Clause 3, Article 54 of the Law on Cooperatives 2012, regulations on procedures for compulsory dissolution for a cooperative or union of cooperatives in Vietnam are as follows:

- The People’s Committee at the same level with the state agency which has issued the certificate of registration to the cooperative or union of cooperatives shall make a decision on dissolution and establish a dissolution board. The chairman of the dissolution board is the representative of the Peoples’ Committee; the standing member is the representative of the state agency which has issued the certificate of registration; other members are representatives of the specialized state agency at the same level, the representative organization or alliance of cooperatives of the province and centrally run city (if the cooperative or union of cooperatives is a member of the alliance), the People’s Committee of the commune, ward or township in which the cooperative or union of cooperatives has its head office, the Board of Directors, Control Board or controller, and members or member cooperatives;

- A dossier of compulsory dissolution comprises the decision on compulsory dissolution and certificate of registration of the cooperative or union of cooperatives;

- Within 60 days from the date of issuance of the decision on compulsory dissolution, the dissolution board shall publish the decision on compulsory dissolution on a newspaper of the locality in which the cooperative or union of cooperatives has registered on three consecutive issues; notify organizations and individuals having economic relations with the cooperative or union of cooperatives of the dissolution and time limits for debt payment, liquidation of contracts and handling of assets and capital of the cooperative or union of cooperatives as prescribed in Article 49 of the Law on Cooperatives 2012.

Some other regulations on dissolution for a cooperative or union of cooperatives in Vietnam

- Right after the completion of the dissolution, the dissolution board shall submit 1 set of dossier of dissolution, seal and original certificate of registration of the cooperative or union of cooperatives to the agency that has issued the certificate of registration. The handling of other documents must comply with law.

- The state agency having issued the certificate of registration to the cooperative or union of cooperatives shall erase the name of the cooperative or union of cooperatives in the registration book.

- In case of disagreement with the decision on compulsory dissolution, the cooperative or union of cooperatives may make a complaint to a competent state agency or initiate a lawsuit at a court in accordance with law.

Mai Thanh Loi

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