26JUL

PROCEDURES FOR REGISTRATION FOR BUSINESS ESTABLISHMENT

In order for every customer to prepare documents and submit the application to establish a Company, DHPLAW we have painstakingly drafted this detailed procedure, please send it to our readers and customers.

  1. Scope of application

This procedure applies to the following work:

  1. Establishment of a Joint Stock Company.
  2. Establishment of One Member Limited Liability Company;
  3. Establishment of a limited liability company with two or more members;
  4. Subjects of application

Individuals and businesses interested in the procedure of establishing a Company.

III. Implementation steps:

Step 1 : Prepare information

  1. Information and required documents:
  2. Name of the Company is expected to include:

– Full name;

– English name (Optional);

– Abbreviated name (Optional);

(Avoid the case where names are not accepted, so about 3 names are expected in order of priority)

  1. Headquarters Location
  2. The company’s line of business
  3. Legal representative information:

– Full name;

– Copy of ID card/CCCD/Passport;

– Place of permanent residence (Get to the number of house, niche, alley, alley, street/neighborhood/hamlet/village);

– Current residence (Get up to the number of houses, niches, alleys, alleys, streets/neighborhoods/hamlets/villages);

– Position;

  1. Information of shareholders/members for joint stock companies/LLCs with 2 or more members:

– Copy of ID card/CCCD/Passport of all shareholders/members;

– Place of permanent residence (Get to the number of house, niche, alley, alley, street/neighborhood/hamlet/village);

– Current residence (Get up to the number of houses, niches, alleys, alleys, streets/neighborhoods/hamlets/villages);

– A true copy of the Establishment Decision or Certificate of Business Registration and one of the personal identification papers of the authorized representative of the organization: ID card/CCCD/Passport (For Vietnamese citizens) ) or a valid foreign passport (For foreigners) certified true copy and corresponding power of attorney in case shareholders/members are organizations;

– A true copy of the Investment Registration Certificate in case the shareholder/member is a foreign investor or a foreign-invested economic organization;

  1. Charter capital and share/contribution ratio:

– Authorized capital;

– Ratio of shares/capital contribution among shareholders/members for joint stock companies/LLCs with 2 members or more;

  1. Management and operating structure of the company:

– Director, General Director;

– Chairman of the Board of Directors/Board of Directors;

Step 2 : Compose your profile

  1. Name lookup:
  2. Name check on the National Business Registration system:

– Go to website dangkytinhdoanh.gov.vn type the NAME of the expected company in the business information search field and check whether the proposed name meets the requirements according to Articles 38, 39, 42 Law on Enterprises 2014 and Article 17 Decree 78/2015/ND-CP on business registration.

Note: You have to look up many times with many different parameters, for example: First enter the full name and type of company (XYZ Co., Ltd..), then enter other parameters, for example: Company XYZ, XYZ, …..

– For English names and abbreviations, the same lookup.

  1. In case the name does not meet the requirements (duplicate, causing confusion):

– If the expected company name is duplicated, causing confusion with an existing enterprise, continue to look up another proposed name in order of priority and notify the customer. If the customer accepts, then proceed to the next step.

– If all the expected names are unsatisfactory, then ask the customer to choose another name until the requirements are met.

  1. Look up business lines:
  2. Look up according to the summary table of the system of Vietnamese occupations (Decision 27/2018/QD-TTg on the system of economic occupations in Vietnam).
  3. Make a Table of Business Lines to Copy into the Registration Application and the Charter.

Note: The registered industry code is a level 4 industry code. In case of needing detailed comments, write the NAME of level 5 and level 6 below.

  1. Prepare documents:
  2. Profile composition:

a.1. Documents to be prepared:

a.1.1. For one member limited liability company:

– Application for business registration_ One member limited liability company ( According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix I-2)

– Charter of one member limited company;

– List of authorized representatives in case the company organizes according to the model of a member council (According to the form prescribed in Circular 02/2019/TT-BKHĐT – Appendix I-10);

– A written authorization to represent the contributed capital in case the owner is an organization;

– Power of attorney to carry out business registration procedures. This document is not required to be notarized or authenticated (in case the legal representative of the company authorizes another person to submit the application).

– Notice on the use of the seal sample of the enterprise (According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix II-8);

– Notice of bank account of the enterprise (According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix II-1);

– Power of attorney to carry out the procedures for notifying the company’s seal sample to an individual (in case the legal representative of the company authorizes another person to submit the application) ;

– Power of attorney to carry out the procedures for notifying the company’s bank account for an individual (in case the legal representative of the company authorizes another person to submit the application).

a.1.2. For LLCs with two or more members:

– Application for business registration_ Limited liability company with two or more members (According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix I-3);

– Charter of a limited liability company with two or more members;

– List of members for limited liability companies with 2 members or more (According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix I-6);

– Power of attorney to appoint a representative of the capital contribution in the school whose members are organizations ;

– Power of attorney to carry out business registration procedures. This document is not required to be notarized or authenticated (in case the legal representative of the company authorizes another person to submit the dossier) ;

– Notice on the use of the enterprise’s seal sample ( According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix II-8);

– Notice of bank account of the enterprise (According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix II-1);

– Power of attorney to carry out the procedures for notifying the company’s seal sample to an individual (in case the legal representative of the company authorizes another person to submit the application) ;

– Power of attorney to carry out the procedures for notifying the company’s bank account for an individual (in case the legal representative of the company authorizes another person to submit the application) ;

a.1.3. For Joint Stock Company:

– Application for registration of enterprise_Joint-stock company (According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix I-4);

– Charter of a joint-stock company;

– Power of attorney to appoint a representative of the capital contribution in the school where shareholders are organizations ;

– Power of attorney to carry out business registration procedures. This document is not required to be notarized or authenticated;

– List of founding shareholders for a joint-stock company (According to the Form specified in Circular 02/2019/TT-BKHDT – Appendix I-7 );

– List of shareholders being foreign investors (According to the Form prescribed in Circular 02/2019/TT-BKHDT – Appendix I-8);

– List of authorized representatives in case of foreign shareholders being organizations (According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix I-10);

– Notice on the use of the enterprise’s seal sample ( According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix II-8);

– Notice of bank account of the enterprise (According to the form prescribed in Circular 02/2019/TT-BKHDT – Appendix II-1);

– Power of attorney to carry out the procedures for notifying the company’s seal sample to an individual (in case the legal representative of the company authorizes another person to submit the application) ;

– Power of attorney to carry out the procedures for notifying the company’s bank account for an individual (in case the legal representative of the company authorizes another person to submit the application) ;

a.2. Attached documents (Customer and authorized person’s dossiers are prepared)

– A copy of ID card/CCCD/Passport of the person authorized to submit the application (bring the original ID card/CCCD/Passport when submitting the paper copy for the Department of Planning and Investment to compare);

– Identity papers of legal representatives and shareholders/members of the company: A copy of ID card/CCCD/Passport for individuals who are Vietnamese, foreign passport or other valid documents instead. substituting a valid foreign passport for individuals being foreigners;

– For shareholders/capital-contributing members being organizations: A copy of the Establishment Decision or Business Registration Certificate and one of the personal identification papers of the authorized representative of the organization: Card ID card/CCCD/Passport (For Vietnamese citizens) or valid foreign passport (For foreigners) certified true copy and corresponding authorization document in case of shareholder/member member is an organization;

– For shareholders, members who are foreign investors or economic organizations with foreign investment capital, in addition to the above-mentioned documents, there must also be: a true copy of the investment registration certificate in the case of: shareholders/members are foreign investors or foreign-invested economic organizations;

  1. Check information, spelling…
  2. Number of records: Print at least 4 sets.

Step 3: Print the profile

  1. After the customer responds OK, then print the profile, print it into 4 sets
  2. Send your profile to your personal email to facilitate editing and supplementing the profile at the Department of Planning and Investment.

Step 4: Sign the application

Note : Just sign where the signature is required , no need to double-sign each page.

Step 5: Submit online business establishment application

  1. Register an online business registration account on website dangkytinhdoanh.gov.vn (This account is registered once and is used for all online registration documents, each person can only register one account) .
  2. Scan the signed documents in Step 2
  3. Implementation of new online business establishment:
  4. Login page: https://dangkyquamang.dkkd.gov.vn/auth/Public/LogOn.aspx
  5. Log in and make information declarations, download electronic documents and verify business registration documents online according to the process on the National Business Registration Portal.
  6. After completing the submission of registration documents, you will receive an electronic business registration receipt.
  7. The Business Registration Office is responsible for reviewing and sending an electronic notice to the enterprise to request amendment and supplementation of the dossier in case the dossier is not valid. When the dossier is eligible for issuance of the Certificate of Business Registration, the Business Registration Office shall send information to the tax office to generate an enterprise identification number. After receiving the enterprise identification number from the tax office, the Business Registration Office shall notify the enterprise electronically of the issuance of the Certificate of Business Registration.
  8. When the Business Registration Office approves the application, a receipt and notice of approval will be emailed to the applicant. Therefore, after submitting the application, the sender needs to monitor the status of the application by mail daily and on the national business registration portal to understand the situation.

Step 6: Carry out registration procedures at the Department of Planning and Investment (After receiving the results of online application approval)

  1. Track records and Set seals:

On the Receipt there is a specific time to receive the results. Before going to the Department of Planning and Investment to receive the results, go to the website dangkytinhdoanh.gov.vn to look up the company’s information, if there is already the company’s information on it, get the information and SET the SEAL.

  1. Prepare documents:
  2. Compose a complete set and put it on the leaf cover.
  3. Prepare fee: 300,000 VND / 1 set of documents.

Note: Bring the receipt of online business registration documents and Power of Attorney, Photocopy of ID card/CCCD/Passport and original ID/CCCD/Passport of the applicant to present when available. request.

  1. Submit the application at the Business Registration Office – Department of Planning and Investment.
  2. Track the counter number and order number to submit the application, waiting for the expert to review the application:

The Business Registration Department’s specialist compares the header of the application file with the header of the enterprise file sent via the electronic network and issues the Certificate of Business Registration to the enterprise if the comparison contents are consistent.

  1. Get Result and Get Seal
  2. Should get the results in the afternoon.
  3. Submit the receipt at the reception counter, the result office and wait for your name to be called.

Step 7: Notify seal sample and Bank Account Notice

  1. Register an online business registration account on website dangkytinhdoanh.gov.vn (This account is registered once and is used for all online registration documents, each person can only register one account) .
  2. Documents (Completed and signed in Step 5):
  3. Notice on the use of the enterprise’s seal sample ( According to the form specified in Circular 02/2019/TT-BKHDT – Appendix II-8);
  4. Announcement of the enterprise’s bank account (According to the Form specified in Circular 02/2019/TT-BKHDT – Appendix II-1);
  5. Authorization letter to carry out the procedures for notifying the company’s seal sample to individuals ;
  6. Authorization letter to carry out the procedures for notifying the company’s bank account for individuals ;
  7. Seal
  8. Notify the seal sample to be stamped in the seal sample section, not in the signature section.
  9. Stamp the signature on the Bank Account Notice.
  10. Scan Notice of signed seal specimen, Power of Attorney and ID/CCCD/Passport of the person making the announcement (Save as PDF file).
  11. Implementation of online seal sample announcement:

a.Login page: https://dangkyquamang.dkkd.gov.vn/auth/Public/LogOn.aspx

  1. Sign in and Follow the instructions.
  2. After successful notification of seal sample, a receipt will be sent to your email.
  3. After being approved and posted on the national business registration portal, the Business Registration Office will send an email announcing the publication of seal sample information with the attached Notice File.
  4. Making Bank Account Notice:
  5. Get business bank account information.
  6. Fill in the Bank Account Section on the signed and stamped Bank Account Notice.
  7. Scan the Bank Account Notice, Power of Attorney and ID/CCCD/Passport of the person performing the procedure.
  8. Log in and make the Bank Account Notice similar to the seal pattern.
  9. After receiving the Notice of valid application and requesting to submit a paper copy to the Business Registration Office, Photo 1 copy of the Bank Account Notice together with the original application file of the Notice of Accounts Receivable directly to the Department of Planning and Investment and submit it at the Information Profile counter. bank account report online.
  10. The specialist approves the application, stamps the photo and is done.

Step 8: Store legal documents of the company after completing the business registration procedure

Company legal records to keep:

– Certificate of business registration;

– Company rules;

– List of members (limited liability companies with two or more members)/list of shareholders (joint stock companies);

– Register of shareholders (shareholding company)/register of members (limited company with two or more members);

– Notice of use of seal sample certified by the Department of Planning and Investment;

– Notice of bank account number certified by the Department of Planning and Investment;

– Power of attorney to appoint a representative of the contributed capital in case the shareholder/member is an organization (if any);

Business issues in the best way, please contact us with the following information:

DHP
Law Firm Address: L4-09.OT06 Landmark 4 Building, Vinhomes Central Park 720A Dien Bien Phu, Ward 22, Binh Thanh District, City. Ho Chi Minh.

Email: lawyer_duchung@yahoo.com

Website: www.dhplaw.vn

Phone: 0986938627

 

Post Author: Luật DHP

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