What to Know about Business Registration Certificate in Vietnam

What to Know about Business Registration Certificate in Vietnam?

A company's business registration certificate, which can be printed on paper or electronically and contains information about the company's registration with the Business Registration Authority, is regarded as a legal document.

The principal contents of a business registration certificate in Vietnam must comply with the provisions of the Law on Enterprises: Name and number of the company; Address of the company's principal place of business; For the legal representative of limited liability companies and joint stock companies, full name, contact address, nationality, and number of legal documents; for a partnership company's general partners; for proprietors of private businesses. Name, contact information, nationality, and the number of legal documents held by the member, if any; for limited liability companies, the member's name, enterprise identification number, and head office address; Sanction capital for organizations, speculation capital for private endeavors.

Which means that the company's name must be a Vietnamese name with two parts: the kind of business and the proper name. Currently, four types of businesses are recognized in Vietnam: partnerships, limited liability companies, joint stock companies, and private businesses The Vietnamese letters F, J, Z, and W, as well as numbers and symbols, can be used to write the company's proper name. The National Information System on Business Registration created a series of numbers that are recorded on the Certificate of Business Registration. These numbers are given to a company when it is first established and are included in the enterprise code element. There is only one code that is unique to each business, and that code will not be used by other businesses.

The Vietnam Business Registration Office, the postal service, or the electronic information network are all options for completing the business registration process. The founder of the business must apply through the National Enterprise Registration Portal if they choose electronic information network registration. Electronic business registration documents have the same legal weight as paper business registration documents and will be presented.

Within three working days of receiving the application, the business registration agency is responsible for validating the enterprise registration dossier and issuing the business registration certificate. The company's founder must be informed in writing by the business registration agency of any content that needs to be amended or added if the application is inadequate or not prepared in accordance with the regulations. The founder of the business must be informed in writing and given specific reasons by the business registration authority if it declines to register the business. The business could make its own submissions or hire business lawyers in law firm in Vietnam to help with them.

 

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How Do I Get a Business Registration Certificate in Vietnam?

How do I Get a Business Registration Certificate in Vietnam?

Each association and individual wishing to set up an unfamiliar claimed organization in Vietnam will have to meet a few particulars conditions as declared under the Law on Venture and Regulation on Big business. The investor will also need to check with the law governing the investment area in certain areas that are being considered as conditional investments. The investor must submit an application for business registration once the investment registration certificate is completed.

The following is a description of the procedure for applying for a certificate of enterprise registration for a limited liability company or joint stock company with two or more members:

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 cards or other forms of identification for individuals who are founding shareholders and foreign investors or members; list of organizations that are authorized representatives of foreign shareholders.

The decision to establish the organization, the business registration certificate, or another similar document, along with the authorization letter; the identification cards or other forms of identification used by organizations' authorized representatives, such as founding shareholders and foreign investors.

A copy of the certificate of business registration or an equivalent document must be notarized, legalized, and authenticated if the shareholders are foreign organizations.

The foreign investors' Certificate of Investment registration, as required by the Investment Law.

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 enrollment office will give the authentication of big business enlistment or on the other hand on the off chance that the application isn't palatable, business enrollment office will advise the candidate regarding important corrections and supplementation to organization.

The government of Vietnam generally supports direct foreign investment. In the event that the financial backer countenances difficulties at state authority, whom don't give notice or solicitation of supplementation to the application for big business enrollment, the financial backer virus hold up a grievance as endorsed by guidelines of regulation on protests and reprimand to the state power to safeguard its right in carrying on with work and interest in Vietnam. The investor could benefit from the assistance of a law firm in Vietnam with expertise in both business registration certificate and dispute resolution.

The venture is qualified for carry on with work from the issuance date of the endorsement of big business enlistment. Businesses are permitted to participate in conditional business lines if they meet all requirements and are able to maintain compliance with those requirements throughout their operations.

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What is Business Registration Certificate in Vietnam?

 What is Business Registration Certificate in Vietnam?

Business registration certificate is considered a legal document of an organization, which is a paper or electronic document that records information related to business registration that the Business Registration Authority grants to an enterprise.

How to Obtain Business Registration Certificate in Vietnam?

According to the provisions of the Law on Enterprises, a business registration certificate must contain the following principal contents: Enterprise name and enterprise code; Address where the head office of the enterprise is located; Full name, contact address, nationality, number of legal papers of the individual, for the legal representative of limited liability companies and joint stock companies; for general partners of a partnership company; for business owners of private enterprises. Full name, contact address, nationality, number of legal papers of the individual, for members being an individual; name, enterprise identification number and head office address of the member being an organization, for limited liability companies; Charter capital for companies, investment capital for private enterprises.

In which, the name of the enterprise must be a Vietnamese name consisting of two elements: type of business and proper name. Currently, Vietnam recognizes four types of enterprises: limited liability companies, joint stock companies, partnerships and private enterprises. The enterprise’s proper name can be written with the letters of the Vietnamese alphabet, the letters F, J, Z, W, numbers and symbols. The enterprise code element recorded on the Certificate of Business Registration is a series of numbers created by the National Information System on Business Registration, issued to an enterprise upon its establishment, and recorded on the Certificate of Business Registration. Each business has only one unique code and that code will not be reused for other businesses.

The business registration can be carried out directly at the Vietnam Business Registration Office or through the postal service or through the electronic information network. If choosing the form of enterprise registration via electronic information network, the enterprise founder shall submit an application at the National Enterprise Registration Portal. Business registration documents will be presented in electronic form and have the same legal value as paper business registration documents.

The business registration agency is responsible for reviewing the validity of the enterprise registration dossier and granting the Business registration certificate within 03 working days from the date of receipt of the application. In case the application is not sufficient or not prepared according to the regulations, the business registration agency must notify in writing the contents that need to be amended and supplemented to the enterprise founder. If the business registration authority refuses to register the enterprise, it must notify in writing the enterprise founder and clearly state the reasons. The company could prepare its own submissions or hire a Vietnam business lawyers to assist with the submissions.

With highly professional staff and great experience in foreign investment, ANT Lawyers could help to support you to Obtain Business Registration Certificate in Vietnam.

Source ANT Lawyers: https://antlawyers.vn/library/what-is-business-registration-certificate-in-vietnam.html

 

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Procedures for Applying the Enterprise Registration Certificate in Vietnam

What Are the Procedures for Applying the Enterprise Registration Certificate for Foreign Investor in Vietnam?

According to Viet Nam’s commitments under the framework of the WTO and EVFTA agreement, foreign investors are allowed to establish foreign-invested enterprises to conduct business activities in Vietnam. However, the order and procedures for establishing enterprises for foreign investors must comply with the provisions of Vietnamese law.

Accordingly, this process consists of two main steps: (1) carry out the procedures for applying for the Investment Registration Certificate and (2) carry out the proceduresfor applying for the Enterprise Registration Certificate. In other words, to be granted the Enterprise Registration Certificate to officially and legally conduct business activities, a foreign investor must first obtain an Investment Registration Certificate.

For investment registration, foreign investors must have an investment project, except in the case of establishing a creative start-up small and medium-sized enterprise and an innovative start-up investment fund under the law on business support small and medium. The industries and trades in the investment project must not be in the industries and trades that prevent the access the market for foreign investors or the industries and trades being banned from doing business under the Law on Investment 2020. After that, investors need to prepare a dossier for issuance of the Investment Registration Certificate to be submitted to the Department of Planning and Investment where the investor implements the investment project.

Dossier for applying for the investment registration certificate includes: an application for issuance of the investment certificate; the Investor’s financial capacity report is prepared and responsible by the Investor; an explanation of the ability to meet the conditions that the investment project must satisfy according to the provisions of law for the project in the field of conditional investment; the economic – technical explanation includes the following main contents: objectives, scale, investment location, investment capital, project implementation progress, land use demand, technological solutions and solutions environmental legislation; draft of the company’s charter with full signatures of the legal representative, members or authorized representatives; members list; documents for verifying the investor’s legal status; documents for verifying financial ability. The investment registration authority repond to the application for the Investment Registration Certificate to the investor within 15 days from the date of receipt of a valid dossier.

After being granted the Investment Registration Certificate, the foreign investor shall carry out the procedures to be granted the Enterprise Registration Certificate. In this step, the legal conditions are not as strict and complicated as the first step, but it also requires investors to prepare a number of papers and documents. Depending on the type of enterprise and the content of registration, the business registration subject needs to submit different types of documents under the requirements of the law. Investors can submit the dossier in person at the Business Registration Office or submit it online via the electronic network. The Business Registration Office shall issue the Enterprise Registration Certificate within 03 working days from the date of receipt of a valid dossier. In case the dossier is invalid or the name of the enterprise requested for registration is not in accordance with regulations, the Business Registration Office must notify in writing the contents that need to be amended, supplemented to the enterprise founder or the enterprise within 03 working days from the date of receipt of the dossier.

It can be remarked that the two-step process creates obstacles for many foreign investors when establishing an enterprise in Vietnam. It has been suggested the legislator to consider shortening the order and reducing the number of documents that need to be submitted, and at the same time, promote the online procedures to save time and human resources. For efficiency in preparing documents, the client could engage a law firm in Vietnam to assist carrying out procedures of setting up company and applying for investment and business registration certificate in Vietnam.

Source ANTLawyers: https://antlawyers.vn/business/what-are-the-procedures-for-applying-the-enterprise-registration-certificate-for-foreign-investor-in-vietnam.html

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