I. Establishment Registration
Step 1: Prepare dossier
The composition of dossier includes:
1. Request for business registration in the form prescribed in Annex I-1 Circular No. 20/2015 / TT-BKH;
2. A valid copy of one of the personal identification papers as stipulated in Article 10 of Decree No. 78/2015/ND-CP of private business owners.
Step 2: Apply
How this is done: The enterprise, its founder or authorized representative shall submit applications at Business Registration Office of the province where the enterprise’s headquarters is situated or legal representatives submit applications electronically via the National Business Registration Portal.
The order of execution:
+ In case of direct registration:
The enterprise, its founder or authorized representative shall submit applications and fee at Business Registration Office of the province where the enterprise’s headquarters is situated.
After receiving an application for enterprise registration, Business Registration Office shall give a receipt slip to the person who submits the application
+ In case of registration electronically using public digital signature:
Business registration dossier electronically valid specified in Article 36 of Decree No. 78/2015 / ND-CP;
The legal representative shall enter information, download electronic documents, append the digital signature on the electronic registration application, and pay fees online according to the procedures on National Business Registration Portal.
After the application is sent, the legal representative will receive a confirmation slip electronically.
+ In case of online registration using the business registration account:
Business registration dossier electronically valid specified in Article 36 of Decree No. 78/2015 / ND-CP;
The legal representative shall enter information, download electronic versions of ID papers from National Business Registration Portal in order to be issued with a business registration account.
The legal representative shall use the business registration account to enter information, download electronic documents, and authenticate the online application for enterprise registration according to the procedures on National Business Registration Portal.
After the application is sent, the legal representative will receive a confirmation slip electronically.
Term Solution: Within three (03) working days after receipt of a valid application.
Fee: 200,000 VND / times (Circular No. 176/2012 / TT-BTC) (Payment at the time of application).
Step 3: Check results
+ In case of direct registration:
In case of receipt of a valid application, the business registration office issue business registration certificate within three (03) working days.
If the application is not satisfactory, Business Registration Office shall inform the applicant of necessary revisions and supplementation within 03 working days from the receipt of the application. The notice must specify the reasons and the required amendments and supplements.
+ In case of registration electronically using public digital signature:
If the application is satisfactory, Business Registration Office shall send information to the tax authority to automatically generate an enterprise ID number. After receiving the enterprise ID number from the tax authority, Business Registration Office shall issue the certificate of enterprise registration and notify the applicant.
If the application is not satisfactory, Business Registration Office shall send an electronic notification to the applicant for revision or supplementation of the application
+ In case of online registration using the business registration account:
Business Registration Office shall examine the application and send an electronic notification to the applicant for revision or supplementation of the application if it is not satisfactory. If the application is satisfactory, Business Registration Office shall send information to the tax authority to generate an enterprise ID number. After receiving the enterprise ID number from the tax authority, Business Registration Office shall send an electronic notification of issuance of the certificate of enterprise registration to the applicant.
After receiving the notification, the legal representative shall submit a paper application for enterprise registration enclosed with the confirmation slip to Business Registration Office, whether directly or by post.
After receiving the paper application, Business Registration Office shall compare documents therein with the documents submitted online and issue the certificate of enterprise registration if they are consistent.
If Business Registration Office does not receive the paper application within 30 days from the day on which the notification of issuance of the certificate of enterprise registration is sent, the online application is no longer valid.
The legal representative is responsible for the completeness and accuracy of the paper application compared to the online application. In case the paper application is not consistent with the online application but the applicant fails to notify Business Registration Office, it will be considered fraudulent and dealt with as prescribed in Clause 1 Article 63 of Decree no 78/2015/ND-CP.
II. Amendment Registration
Case 1: Registration of change of enterprise’s name
1. Composition of dossier:
Notification of changes in business registration (Annex II-1, Circular No. 20/2015/TT-BKHDT);
Note: The decision and minutes of the meeting must specify the content to be amended in the company charter.
2. The order of execution
When changing its name, the enterprise shall send a notification to Business Registration Office that issued the certificate of enterprise registration.
The enterprise, its founder or authorized representative shall submit applications at Business Registration Office of the province where the enterprise’s headquarters is situated or legal representatives submit applications electronically via the National Business Registration Portal
· When receiving the notification, Business Registration Office shall give a confirmation slip to the enterprise, examine the validity of documents, and issue the certificate of enterprise registration if the new name does not contravene regulations on naming enterprises. The change of an enterprise’s name does not affect the enterprise’s rights and obligations.
Note: The name of the business is placed in accordance with the provisions of Articles 38, 39, 40 and 42 of the Law on Enterprises.
3. Number of dossiers: 01.
4. The time limit for resolution: Within three (03) working days after receipt of a valid application.
5. Fee: 200,000 VND / times (Circular No. 176/2012 / TT-BTC) (Payment at the time of application).
Case 2: Registration of relocation of headquarters address
1. Composition of dossier:
Notification of changes in business registration (Annex II-1, Circular No. 20/2015 / TT-BKH);
Note: The decision and minutes of the meeting must specify the content to be amended in the company charter.
2. The order of execution:
- Before registering the relocation of the headquarters address, the enterprise must complete all tax procedures related to relocation in accordance with regulations of law on taxation.
- The legal representative of the enterprise is responsible for registering a change of address of the corporate headquarters within 10 days from the date of the change.
· If the headquarters is relocated within the same province, the enterprise shall send a notification to the Business Registration Office where the enterprise was registered. Notification must be accompanied by the documents referred to in composition profile.
· If the headquarters is relocated to another province, the enterprise shall send a notification to the Business Registration Office of the province to which the headquarters is relocated. Notification must be accompanied by the documents referred to in composition profile.
· The enterprise shall directly submit applications at Business Registration Office of the province where the enterprise’s headquarters is situated or legal representatives submit applications electronically via the National Business Registration Portal.
· When receiving the notification, Business Registration Office of the province to which the headquarters is relocated shall give a confirmation slip to the enterprise, examine the validity of documents, issue the certificate of enterprise registration, and send information to the Business Registration Office where the enterprise was initially registered.
(Article 40 of Decree No. 78/2015 / ND-CP)
Number of records: 01.
Term Solution: Within three (03) working days after receipt of a valid application.
Fee: 200,000 VND / times (Circular No. 176/2012 / TT-BTC) (Payment at the time of application).
Case 3: Registration of change on private enterprise’s owner
Registration of change of private enterprise in case the enterprise is sold, offered, the owner dies or is missing
1. Composition of dossier:
Change Notification private business owners (Annex II-3, Circular No. 20/2015 / TT-BKH);
A valid copy of the personal identification papers as stipulated in Article 10 of Decree No. 78/2015/ND-CP of the buyer/receiver/inheritor;
A sale contract, offering contract, or documents proving completion of the transfer in case the private company is sold or offered; a legitimate copy of the certification of the inheritor’s right to inheritance.
2. The order of execution:
In case the owner of a private enterprise sells or offers the enterprise, dies, or is missing, the buyer, receiver, or inheritor of the enterprise must register the change of private enterprise’s owner. The dossier must be accompanied by the documents referred to in composition profile.
(Provisions of Article 28, 29, 31 of the Law on Enterprises and Article 47 of Decree No. 78/2015 / ND-CP).
3. Number of records: 01.
4. The time limit for resolution: Within three (03) working days after receipt of a valid application.
5. Fee: 200,000 VND / times (Circular No. 176/2012 / TT-BTC) (Payment at the time of application).
III. Notification of changes
Case 1: Notification of addition/change of business lines
1. Composition of dossier:
Notification of changes in business registration (Annex II-1, Circular No. 20/2015 TT-BKHDT);
Note: The decision and meeting minutes must indicate the content is changed in the company's charter.
2. The order of execution:
Owners of private businesses are responsible for sending Notification of changes in business registration to the Business registration office in the province where the enterprise has registered within 10 days from the date of the change. Notification must be accompanied by the documents referred to in composition profile.
The enterprise shall directly submit applications at Business Registration Office of the province where the enterprise’s headquarters is situated or legal representatives submit applications electronically via the National Business Registration Portal.
When receiving the notification, Business Registration Office shall give a confirmation slip, examine the validity of documents, change information about the enterprise’s business lines on National Enterprise Registration Database. Business Registration Office shall issue a certification of change of registered information about the enterprise at the request of the enterprise.
If documents about addition/change of business lines are not satisfactory, Business Registration Office shall request the enterprise to complete the documents within 03 working days.
The enterprise has the responsibility to notify addition/change of its business lines to Business Registration Office within 10 working days from the occurrence of such change. Otherwise, the enterprise will incur penalties in accordance with penalties for administrative violations against regulations on planning and investment.
(Provisions of Article 32 of the Law on Enterprises and Article 49 of Decree No. 78/2015 / ND-CP)
3. Number of records: 01.
4. The time limit for resolution: Within three (03) working days after receipt of a valid application.
Case 2: Notification of capital investment of private enterprise’s owner
1. Composition of dossier:
Notification of changes in business registration (Annex II-1, Circular No. 20/2015 TT-BKHDT);
Note: The decision and meeting minutes must indicate the content is changed in the company's charter.
2. The order of execution:
In case of increase or decrease of registered capital investment, the private enterprise’s owner must send a notification to Business Registration Office where the enterprise was registered within 10 days from the date of change .
When receiving the notification, Business Registration Office shall give a confirmation slip, examine the validity of documents, change information about the enterprise’s capital investment on National Enterprise Registration Database. Business Registration Office shall issue a certification of change of registered information about the enterprise at the request of the enterprise.
If documents about change of capital investment are not satisfactory, Business Registration Office shall request the enterprise to complete the documents within 03 working days.
The enterprise has the responsibility to notify the change of capital investment of the private enterprise’s owner to Business Registration Office within 10 working days from the occurrence of such change. Otherwise, the enterprise will incur penalties in accordance with penalties for administrative violations against regulations on planning and investment.
The enterprise shall directly submit applications at Business Registration Office of the province where the enterprise’s headquarters is situated or legal representatives submit applications electronically via the National Business Registration Portal.
3. Number of records: 01.
4. The time limit for resolution: Within three (03) working days after receipt of a valid application.
Case 3: Notification of tax registration information
1. Composition of dossier:
Notification of changes in business registration (Annex II-1, Circular No. 20/2015 TT-BKHDT);
2. The order of execution:
· In case enterprise that changes the tax registration information without changing business registration information shall send a notification to Business Registration Office of the province where its headquarters is situated. Notification must be accompanied by the documents referred to in composition profile.
· The enterprise shall directly submit applications at Business Registration Office of the province where the enterprise’s headquarters is situated or legal representatives submit applications electronically via the National Business Registration Portal.
· Upon receiving the notice, Business Registration Office shall receive the notification, enter information on National Enterprise Registration Information System in order to transfer information to the database of General Department of Taxation. Business Registration Office shall issue a certification of change of registered information about the enterprise at the request of the enterprise.
(Provisions of Article 32 of the Law on Enterprises and Article 53 of Decree No. 78/2015 / ND-CP).
3. Number of records: 01.
4. The time limit for resolution: Within three (03) working days after receipt of a valid application.
Case 4: notification of lease of private enterprise
1. Composition of dossier:
Notification of changes in business registration (Annex II-1, Circular No. 20/2015 TT-BKHDT);
2. The order of execution:
Within 03 working days from the effective date of the enterprise lease contract, the owner of the private enterprise shall send a notification to Business Registration Office of the province where its headquarters is situated according to Article 18