Requirements
Natural persons
Corporate investor
To be applied for case of re-registration of company without amendment of business registration contents and investment project
1.
Re-Registration of Enterprise and Investment project (Appendix I-13 of Decision 1088/2006/QD-BKH) (original)
2.
Draft company charter (original)
made in compliance with Law on Enterprises having all signatures of the legal representative and of members or their authorized representatives for limited liability companies with two or more members; of founding shareholders or their authorized rep
3.
List of members (original)
for two or more member limited liability company after re-registration
or
List of founding shareholders (original)
for shareholding company after re-registration
4.
Meeting minutes on company re-registration (original)
on re-registration of owner of 100% foreign owned capital company or Board of Management of Joint venture company or General Meeting of Shareholders
5.
Decision on company conversion (original)
on re-registration of owner of 100% foreign owned capital company or Board of Management of Joint venture company or General Meeting of Shareholders
6.
Current Investment certificate (as amended, if any) (an authentic copy)
7.
Report on operation (original)
to time of re-registration
8.
Audited financial report (original)
of the most two recent years
9.
Passport or Vietnamese ID card of the company's legal representative (an authentic copy)
after re-registration
10.
Passport or Vietnamese ID card of the person submitting application file (original)
to present at the counter
11.
Letter of introduction (original)
of the company to the person submitting the application file if the legal representative of the company does not submit the application file directly
I. For company owners being individual investors after re-registration
1.
Authenticated copy of passport or Vietnamese ID cards of individual investor
II. For company owners after re-registration being foreign corporate investors, supplement (for Vietnamese corporate investors, the legalized copy and Vietnamese version of following documents shall be replaced by authenticated copy only)
1.
Legalized copy of certificate of incorporation
or certificate of business registration or certificate of enterprise registration or equivalent documents
2.
Vietnamese version of legalized copy of certificate of incorporation
or certificate of business registration or certificate of enterprise registration or equivalent documents
3.
Power of attorney (2) (original)
issued by the investor for the authorized representative in the company
4.
Authenticated copy of passport or Vietnamese ID card of the authorized representative
III. For foreign invested capital companies being granted Investment License before July 1, 2006, expired operating duration after July 1, 2006, but not dissolved and is proposed to continue operating under Article 6 of Decree No. 194/2013/ND-CP, supplement:
1.
Commitment (original)
on bearing sole responsibilities for obligations and transactions carried out from time of operation expiry to time of re-registration and commitment on fulfillment of financial obligation to the State
2.
Report on business activities
of years from year prior to Investment License expiry to time of re-registration in accordance with Form 04-CS/SXKD under Circular No. 04/2011/TT-BKHDT
Time frame
For investment projects having investment capital of less than three hundred (300) billion VND, the Investment Certificate will be issued within 15 working days as from the date the investor submits complete application file.
For investment projects having investment capital of three hundred (300) billion VND or more, the Investment Certificate will be issued within 45 working days as from the date the investor submits complete application file.
The duration of collecting Investment Certificate will be indicated in the receipt of application for Investment Certificate.
Waiting time in queue:
Max. 10mn
Attention at counter:
Min. 5mn - Max. 30mn
Waiting time until next step:
Min. 15 days - Max. 45 days
Legal justification
1.
Law No. 59/2005/QH11dated 29/11/2005 of National Assembly on Investment
Article 88
2.
Law No. 60/2005/QH11dated 29/11/2005 of National Assembly on Enterprises
Article 170.2
3.
Law 37/2013/QH13 on amending and supplementing the Article 170 of the Law on Enterprise
Article 1
4.
Decree No. 108/2006/ND-CP of the Government dated 22 september 22, 2006 providing guidelines for implementation of a number of articles of Law on Investment
Article 86.2
5.
Decree No. 194/2013/ND-CP of the Government dated January 21, 2013, on the re-registration, transformation of foreign-invested enterprises and renewal of investment license of investment projects in the form of business cooperation contract
articles 6, 7, 8, 9
6.
Decree No. 43/2010/ND-CP of the Government dated Apirl 15, 2010, on enterprise registration
Article 24
7.
Circular No. 01/2013/TT-BKHDT of the Ministry of Planning and Investment dated January 21, 2013 on business registration
articles 9, apdx.I.6, I.7
8.
Decision No. 1088/2006/QD-BKH of the Ministry of Planning and Investment dated October 19, 2006, issuing standard forms for conducting investment procedures in Vietnam
Article apdx.I-13
Additional information
Number of sets of an application file:
- For investment project having investment capital of less than three hundred (300) billion VND: 3 sets, including at least 1 original set
- For investment project having investment capital of three hundred (300) billion VND or more: 10 sets, including at least 1 original set.
Notes:
a. All foreign documents must be consularly legalized and translated into Vietnamese.
b. Copy of certificate of incorporation, certificate of business registration or equivalent document of corporate investors must be the copy that has been consularly legalized within 3 months prior to the date of submitting application file.
Who certified this information ?
Trung Quynh NGUYEN (MR.), Deputy Director,
27/11/2014
