HOW TO REGISTER A COMPANY IN VIETNAM

With the continuous development of the economy, more and more Vietnamese businessmen have decided to start a business in the form of setting up a business. Enterprises play a big role in the economic development of the country. Provide products and services to people at the most suitable prices. Help solve job needs for society. Creating competition to help bring better product and service quality and reduce costs. So what are the procedures for registering a company in Vietnam? Let’s unravel these procedures with Doanh Tri Law through the following article.

Mục lục

I. Legal Basis
Corporation Act 2020.

II. Forms of Business Entity
Before registering a company, you would need to choose what type of business entity you would like to run.
According to the Corporation Act of 2020
1. Private Enterprise
- Documents for private business registration
+ Application for enterprise registration.
+ Copies of the individual's legal papers, for the owner of the private business.
2. Partnership
- Documents for partnership registration
+ Application for enterprise registration.
+ Company charter.
+ List of members.
+ Copies of individual legal papers for members.
+ A copy of the Investment Registration Certificate, applicable to foreign investors in accordance with the Law on Investment.
3. Limited Liability Company (One member and Two or more members)
Documents for limited liability company registration
- Application for enterprise registration.
- Company charter.
- List of members.
- Copies of the following documents:
+ Legal papers of individuals for individual members, legal representatives;
+ Legal papers of the organization for the member being the organization and the document on appointing the authorized representative; legal papers of individuals for authorized representatives of members who are organizations. If the member is a foreign organization, the copy of the organization's legal papers must be consular legalized;
+ Investment registration certificate for foreign investors in accordance with the Law on Investment.

4. Joint-stock Company
Documents for Joint-stock company registration
- Application for enterprise registration.
- Company charter.
- List of founding shareholders; the list of shareholders is a foreign investor.
- Copies of the following documents:
+ Legal papers of individuals for founding shareholders and shareholders being + individual foreign investors, the legal representative;
+ Legal papers of the organization for shareholders being organizations and documents on appointing authorized representatives; legal papers of individuals for authorized representatives of founding shareholders and foreign institutional shareholders. For shareholders who are foreign organizations, the copy of the organization's legal papers must be consular legalized;
+ Investment registration certificate for foreign investors in accordance with the Law on Investment.
II. Legal Procedures for Company Registration
Step 1: Prepare all the legal paper needed for the dossier of business registration
For each type of business entity, business owners would need to prepare the exact papers required for the dossier.
Step 2: Apply for enterprise registration by the following methods
- Direct enterprise registration at the business registration authority;
- Enterprise registration via postal service;
- Enterprise registration via an electronic information network.

Step 3: Processing business registration documents
- Online enterprise registration means that an enterprise founder submits an application for enterprise registration via electronic information at the National Business Registration Portal. An application for enterprise registration via an electronic information network includes data as prescribed by this Law and is presented in the form of an electronic document. An online application for enterprise registration is as valid as a paper application for enterprise registration.
- Organizations and individuals have the right to choose to use digital signatures in accordance with the law on electronic transactions or use business registration accounts to register enterprises via an electronic information network.
- A business registration account means an account created by the National Business Registration Information System, granted to an individual to register an enterprise via an electronic information network. Individuals who are granted business registration accounts are responsible before law for the registration to be granted and for the use of business registration accounts for enterprise registration via an electronic information network.
- Within 03 working days from the date of receipt, the business registration agency is responsible for examining the validity of the application for enterprise registration and granting enterprise registration; In case the dossier is not valid, the business registration agency must notify in writing the contents to be amended and supplemented to the enterprise founder. In case of refusal to register an enterprise, a written notice must be made to the enterprise founder, clearly stating the reason.
Step 4: Grant of Business Registration Certificate
- An enterprise shall be granted an enterprise registration certificate when it fully satisfies the following conditions:
+ The business lines registered for business are not prohibited from business investment;
+ The name of the enterprise is placed in accordance with the provisions of Articles 37, 38, 39, and 41 of the Corporation Act 2020;
+ Having a valid application for enterprise registration;
+ The fee for enterprise registration is fully paid in accordance with the law on fees and charges.
- In cases where an enterprise registration certificate is lost, damaged, or otherwise destroyed, an enterprise shall be re-granted the enterprise registration certificate and must pay a fee according to law provisions.