The economy is increasingly open, so some enterprises need to develop and expand their business scale. However, the current complicated situation of the COVID-19 epidemic makes enterprises face more financial risks as well as difficulties in raising capital contributions or accessing loans. The way of operating the limited liability company type has shown its advantages compared to the private enterprise type in many aspects, for example, a private enterprise is an enterprise owned by an individual who is self-responsible for all their assets for all enterprise's business, especially it has no enterprise legal status. Meanwhile, a limited liability company (01 member or 02 to 50 members) is an enterprise whose capital contributing members are individuals or organizations. These capital contributing members are only responsible for the debts and other asset obligations of the enterprise within the amount of capital contribution. In addition, a limited liability company has enterprise legal status.
To convert a private enterprise type into a limited liability company type, you need to follow the below-mentioned process:
Step 1: The enterprises submit documents directly at the receiving and result department (one-stop-location department) of the Department of Planning and Investment where the head office is located, and receive a receipt to return results.
Documents may include:
1. An application form for enterprise registration;
2. List of members;
3. Company Charter;
4. The valid copies of the following documents:
4.1 Citizen Identity card or Identification card or Passport in case the member is an individual;
4.2 Establishment decision, Enterprise registration certificate or other equivalent document in case the member is an organization;
5. List of creditors and unpaid debts, including tax debts, payment deadlines;
6. List of existing employees;
7. List of unliquidated contracts;
8. A written commitment of the owner of the private enterprise to be self-responsible with their entire asset for all private enterprise’s unpaid debts and to pay the debt fully when due date;
9. A written agreement with the parties of the unliquidated contract that the converted limited liability company will do these contracts;
10. A written commitment of the owner of the private enterprises or an agreement between them and other capital contributing members on the receive and use of existing employees of the private enterprise;
Step 2: The Business Registration Office of the Department of Planning and Investment receives the document from the one-stop-location department, accepts the document, then returns the results to the one-stop-location department.
Step 3: Receive the document result at the one-stop-shop department
+ In case the document is invalid: Notice of request for modification and supplementation of the document. After amending the document, the applicant re-submit the document at the one-stop-location department and follow the same order as the first submission.
+ In case the document is valid: the result is the Enterprise Registration Certificate of the Limited Liability Company.
The lead-time handles:
03- 05 working days from the date of receiving the valid documents.
ADK & Co Vietnam Lawyers