Currently, the type of social enterprises (social enterprises) is increasingly developing in Vietnam. With the goal of community-oriented activities and common benefits for society, social enterprises are given more priority by law to encourage the development of this type of business. For your convenience, DHP Law would like to summarize some legal provisions related to social enterprises as follows:
- Legal grounds:
- Enterprise Law 2014. (Article 10).
- Decree 96/2015/ND-CP regulating social enterprises
- Concept and criteria to be met by Social Enterprises:
- The concept of social enterprises
Social enterprise is an enterprise established in accordance with the Law on Enterprises, in which the business objective is not purely for profit, but also to solve social and environmental problems for the sake of community. copper. Social enterprises are entitled to receive aid and funding from foreign NGOs, domestic organizations and individuals for the purpose of solving social and environmental problems.
- Criteria that need to be met by social enterprises
Pursuant to Article 10 of the 2014 Enterprise Law, social enterprises must meet the following criteria:
- Being an enterprise registered for establishment in accordance with the Law on Enterprises.
- Operational objectives are to solve social and environmental problems for the benefit of the community;
- Use at least 51% of the total annual profit of the enterprise for reinvestment to realize the social and environmental goals as registered.
- Procedures for establishing a Social Enterprise:
Social enterprises shall register their enterprises according to the order, procedures and documents corresponding to each type of enterprise specified in the Law on Enterprises.
Note: The name of a social enterprise is set according to the regulations on normal company naming of the Enterprise Law 2014 and the phrase “SOCIAL” can be added to the enterprise’s own name.
Depending on the type of business that you want to register as a limited liability company or a joint stock company, the social enterprise registration dossier also corresponds to that type as follows:
- Business registration application form;
- Charter of the company (with full signatures of the participants in the establishment of the enterprise);
- List of members or shareholders of the company (if it is a limited liability company with two or more members or a joint stock company);
- Power of attorney for the applicant (if not the legal representative of the filing company);
- Copy of valid ID card or passport or citizen’s identity card (not older than 6 months) of capital contributors, founding shareholders, legal representatives and authorized persons submitting dossiers.
For Social Enterprises, the following documents are available:
- The Commitment to achieve social and environmental goals;
- The enterprise’s decision to approve the contents of the Commitment to achieve social and environmental goals;
A valid copy of the meeting minutes of the Members’ Council for a limited liability company with two or more members, of the company owner or the Board of members or the president of the company, for a one-member limited liability company, of the General Meeting of Shareholders shareholders for joint-stock companies, of general partners for partnerships when approving the content of the Commitment to realize social and environmental goals.
- Rights and obligations of social enterprises:
In addition to the rights and obligations of an ordinary enterprise as prescribed by law, a social enterprise also has other rights and obligations as follows:
- Maintain the goal of “for the benefit of the community” and “use at least 51% of the total profit to reinvest” throughout the operation. In case an operating enterprise wishes to transform into a social enterprise or a social enterprise wishes to give up its social and environmental goals and not use profits for reinvestment, the enterprise must notify the competent authority. the right to carry out the procedures prescribed by law;
- Business owners, social enterprise managers may consider, facilitate and assist in the issuance of relevant licenses, certificates and certificates in accordance with law;
- To mobilize and receive funding in different forms from individuals, businesses, NGOs and other organizations in Vietnam and abroad to offset management and operating costs of the Company. enterprise;
- Funds raised may not be used for other purposes other than to cover management and operational costs to solve registered social and environmental problems.
- Regarding the receipt of aid and sponsorship:
- Social enterprises receive foreign non-governmental aid to fulfill the goal of solving social and environmental problems in accordance with the law on receipt of foreign non-governmental aid.
- In addition to the above-mentioned aids, social enterprises may receive financial, property or technical support from individuals, agencies, domestic organizations and foreign organizations that have registered their operation. in Vietnam to realize the goal of solving social and environmental problems.
If you have questions or need legal advice related to social enterprises in particular and corporate law – investment in general, please contact DHP Law for more advice.
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