Step 1: Preparation of necessary information to establish an enterprise
1. Form of enterprise
Currently, there are five business types you can choose, including: limited liability company with one member, limited liability company with two member or more, share holding company, partnership, private enterprise. Upon your requirements, you can choose for yourself a suitable type of enterprise.
2. Preparation the certified copy of indentity card/passport/other individual indentity of legal representative and members (in respect of limited liability company) or shareholders (in respect of shareholding company)
Note: Duration of the certified copy must be note exceed 3 months prior to submission of application dossiers
3. Name of enterprise
Name of enterprise must be written in Vietnamese, may be accompanied by numbers and symbols, must be pronounceable and contain at least two elements being the type of enterprise and the name of the enterprise.
The company name can not be duplicated with the companies that were established earlier (nationwide) as stipulated in Article 42 of the Law on Enterprise 2014. You can visit “dangkykinhdoanh.gov.vn” to determine whether the name of enterprise is duplicated with other enterprise or not.
4. Head office address
The head office of an enterprise shall be the contact place of an enterprise in the Vietnamese territory. The registered head office address must be included the number of house, alley, street (or hamlet , town) district, city/province; telephone number, fax number and email address (if any).
5. Business lines
You need to find out whether the business lines is conditional (licensing conditions, legal capital requirements, etc.) or not
6. Charter capital
Charter capital is the amount contributed by members, shareholders to be contributed in a certain period and is recorded in the company charter.
The license tax shall be counted on charter capital as follows:
- Charter capital is over VND10 billion: 3 million dong / year.
- Charter capital is VND10 billion or less: VND 2 million / year.
7. Legal representative
Note: Limited liability companies and joint stock companies may have one or more legal representatives. However, there must always be at least one legal representative residing in Vietnam. Where an enterprise has only one legal representative, he or she must reside in Vietnam and must authorize in writing another person to exercise the rights and obligations of the legal representative when leaving Vietnam. In this case, the legal representative is still responsible for authorized rights and obligations.
Step 2: Drafting application and subming to authority
After preparing the necessary information, we will prepare the dossier for the establishment of the company and submit it to the Department of Planning and Investment where the enterprise has its head office.
1. Drafting application
The application dossiers including:
- Suggestion of business registration signed by legal representative of enterprise (form according to law) (01 original);
- Charter of enterprise signed by founding shareholder (or authorized representative of the founding shareholder being an organization) and the legal representative on each of charter (01 original);
- Identification documents of founding shareholders/members and legal representative:
- Members/shareholders being individual: certified copy of indentity card (or passport) (01 original);
- Members/shareholders being organization: certified copy of establishment certificate or business registration certificate and tax registration or other equivalent documents; certificate copy of charter or other equivalent document (01 original).
- Certified copy of identification documents of legal representative and authorized representative: certified copy of indentity card (or passport) (01 original);
- Enterprises conducting business lines requiring legal capital must submit a written certification of legal capital;
- Enterprise conducting business lines requiring a practicing certificate must submit a valid copy of the practicing certificate and ID card of the person practicing certificate (1 copy).
2. Submitting application dossiers to Department of Investment and Planning whrere the head office of enterprise is located
Note: the legal representative of enterprise may authorize to another person for conducting the procedure of enterprise establishment. In this case, it is nesessary to have Power of Attorney.
3. Publishing information on the establishment of new enterprises on the national portal
Step 3: other procedures after establishment