How to establish a
joint stock company or limited liability?
Every organization and
individual wishing to set up a foreign owned company in Vietnam shall need to
meet some specifics conditions as promulgated under the Law on Investment and
Law on Enterprise. In specific areas being considered as conditional
investment, the investor shall also need to consult with the law governing the
area of investment. Once the investment registration certificate is completed,
the investor has the obligation to apply for enterprise registration.
The procedure to
register for a certificate of enterprise registration of a joint stock company
or limited liability with two or more members are herein mentioned:
Dossiers:
i) Application form
for enterprise registration
ii) The company’s
charter.
iii) A list of
founding shareholders and shareholders being foreign investors/ a list of
capital contribution members.
iv) Valid copies of:
Copies of the ID card
or other ID papers of founding shareholders and foreign investors/members being
individuals; list of authorized representatives of foreign shareholders being
organizations.
Decision on
establishment, certificate of business registration, or an equivalent document
of the organization and the letter of authorization; the ID card or other ID
papers of the authorized representatives of founding shareholders and foreign
investors being organizations.
If shareholders are
foreign organizations, the copy of the certificate of business registration or
an equivalent document must be notarized, legalized and authenticated.
The Certificate of
Investment registration of the foreign investors as prescribed by the Law on
Investment.
State Authority: Business registration office of the province
where the enterprise’s headquarters is situated.
Period: within 03 working days from the full receipt
of the dossiers
Result: Business registration office shall issue the
certificate of enterprise registration or if the application is not satisfactory,
business registration office shall inform the applicant of necessary revisions
and supplementation to company.
In general, Vietnam
government encourages foreign direct investment. If the investor faces
challenges at state authority, whom do not issue notification or request of
supplementation to the application for enterprise registration, the investor
cold lodge a complaint as prescribed by regulations of law on complaints and
denunciation to the state authority to protect its right in doing business andinvestment in Vietnam. A law firm in Vietnam with expertise in both business
registration and dispute resolution could assist the investor in the process.
The enterprise is
entitled to do business from the issuance date of the certificate of enterprise
registration. For conditional business lines, enterprises are entitled to
engage in conditional business lines if they satisfy all conditions and are
capable to maintain fulfillment of such conditions throughout their operation
How ANT Lawyers Could Help Your Business?
To learn more about ANT Lawyers IP Practice or contact our IP lawyers in Vietnam for advice via email ant@antlawyers.vn or call our office at (+84) 24 32 23 27 71
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