Tiếng Việt
A registered company is a key for your startup to enter into contracts, employ staff and collect revenues. The more economic market develops, the more new companies are formed. The article below will give you legal guide for company formation in Vietnam.
>>> Read more: Legal guide for opening trading company in Vietnam
Mục lục
Type of company formation in Vietnam
According to Vietnam Corporate Law 2014, there are 4 types of company formation:
– Sole trader
– Partnership company
– Limited liability company
– Joint stock company
For foreign investors: Obtain an Investment Registration Certificate (IRC) from the Department of Planning and Investment (DPI)
According to Article 36 and 37 of Investment Law 2014, it is mandatory for foreign investors to obtain an IRC. Dossiers of application for Investment Registration Certificate require:
– Proposal document for implementation of investment project
– Certified copy of passport of foreign investor.
– Bank deed of foreign investors.
– Location Contract (renting house / office) to conduct investment project.
– Profile of capacity and experience of foreign investors.
Obtain an Enterprise Registration Certificate (ERC) from the Department of Planning and Investment (DPI)
For a company formation, this step is required for all start up who wants to establish an enterprise. According to Vietnam Law on Enterprise 2014, dossiers of application for an Enterprise Registration Certificate require:
– An application for enterprise registration, made according to a form corresponding to each type of company
– Copy of Investment Registration Certificate (for foreign investor)
– Certified copy of the ID card/passport (still validated) of the legal representative of the company
– List of members for two-member limited liability companies; shareholders for joint stock companies
– Company’s chater
– Power of attorney of the company’s legal representative for applicants
Notes for company formation
– Foreign investors have to check out the WTO Commitment and specialised law to ensure that their sharholding ratio in their company is allowed or not (based on the business line they are tending to invest)
– Foreign documents must be consular legalized and translated into Vietnamese with certification.
– For the specialised business line, after being granted licensce by the Department of Planning and Investment, they must be registered for business at the Industry and Trade Departments in order to operate.
Other obligations of the company after being formed
The owner or the legal representative of the company does the following:
– Public business registration content on the National Enterprise Registration Portal;
– Carry out tax procedures according to Tax Department’s request directly managing the company (procedures for creating and issuing invoices; procedures for buying and issuing invoices; procedures for tax declaration, payment, etc.);
– Carry out seal engraving and notice the use of seal samples on the national portal;
– Doing signboards and signs at the head office where the company is registered to operate.
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Customers wishing to open a company in Vietnam will receive the services:
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