DOCUMENTS AND PROCEDURES FOR REGISTRATION OF CHANGING THE LEGAL REPRESENTATIVE OF A LIMITED LIABILITY COMPANY, A COMPONENT JOINT STOCK COMPANY [...]
DOCUMENTS, ORDER, CHANGE REGISTRATION PROCEDURES
THE LEGAL REPRESENTATIVE OF
LIMITED LIABILITY COMPANY, JOINT STOCK COMPANY
The enterprise prepares 01 set of documents according to the provisions of Enterprise Law No. 59/2020/QH14 dated June 17, 2020; Article 50 of Decree No. 01/2021/ND-CP dated January 4, 2021 of the Government, the form is prescribed in Circular No. 01/2021/TT-BKHDT dated March 16, 2021 of the Ministry of Planning and Investment, specifically:
| 1 | Notification of change of legal representative according to form Appendix II-2 Circular No. 01/2021/ND-CP
(authority to sign notices specified in Clause 2, Article 50 of Decree No. 01/2021/ND-CP dated January 4, 2021) |
Appendix II-2 |
| 2 | Copy of personal legal documents of the new legal representative | |
| 3 | Resolution/decision and meeting minutes on changing the legal representative of the enterprise
(Reference form of Business Registration Office) |
|
| – | For one-member limited liability company: resolution/decision of the owner | Decision to change LLC |
| – | For limited liability companies with two or more members: resolution/decision and copy of meeting minutes of the Board of Members | Minutes of changes to LLC-2TV LLC |
| – | For joint stock companies:
+ Resolution/decision and copy of meeting minutes of the General Meeting of Shareholders in case changing the legal representative changes the content of the company's Charter. + Resolution/decision and copy of meeting minutes of the Board of Directors in case changing the legal representative does not change the content of the company's Charter other than the full name and signature of the company's legal representative as prescribed in Article 24 of the Enterprise Law. |
Minutes-of-changes of the General Meeting of Shareholders
Decision to change the General Meeting of Shareholders |
* Individual legal documents (specified in Article 11 of Decree No. 01/2021/ND-CP):
– Vietnamese citizens: Identity card/Citizen identification card., valid passport
– Foreigners: Valid passport
* Documents in foreign languages must be accompanied by notarized Vietnamese translations (stipulated in Article 10 of Decree No. 01/2021/ND-CP)
* In case the person competent to sign the document requesting business registration authorizes another organization or individual to carry out business registration procedures (stipulated in Article 12 of Decree No. 01/2021/ND-CP), the application must be submitted with:
– Copy of legal documents of the individual authorized person
– Authorization document for an individual to carry out procedures related to business registration (notarization or authentication is not required).
– Copy of the service provision contract with the service organization performing procedures related to business registration.
– Referral letter from that organization to the individual directly carrying out procedures related to business registration and a copy of the individual's legal documents for the referred person.
Step 1: Prepare documents according to regulations
Step 2: Submit application
* To effectively apply the Government's regulations on carrying out administrative procedures in the electronic environment in Decree No. 45/2020/ND-CP dated April 8, 2020, as well as create further conditions for people and businesses, increase transparency in handling administrative procedures, save costs and time for both people, businesses and business registration agencies, the Registration Office Business encourages people and businesses to carry out business registration procedures in the electronic network environment.
– Submitting documents online: Competent person or authorized person uses Public Digital Signature or Business Registration Account to register a business electronically (stipulated in Article 42 of Decree No. 01/2021/ND-CP).
See instructions and follow instructions https://dangkyquamang.dkkd.gov.vn/
– When receiving dossiers, the Business Registration Office is responsible for reviewing and sending notices via electronic network to the enterprise to request amendments and supplements to the dossiers in case the dossiers are not valid. When the application is eligible for issuance of a Business Registration Certificate, the Business Registration Office notifies the enterprise electronically about the issuance of a Business Registration Certificate.
Step 3: Get results
After receiving notice of issuance of the Business Registration Certificate via electronic network, the business founder or authorized person receives the results.
– In case of receiving results directly: Competent person or authorized person receives results at the Department of receiving documents and returning business registration results at Hai Phong Department of Finance, No. 1 Dinh Tien Hoang, Minh Khai ward, Hong Bang district.
(When coming to receive results, the business founder or authorized person brings personal legal documents or notarized copies of personal legal documents)
– In case of receiving results via public postal service: To receive results via public postal service, the applicant must attach a Request to receive results via public postal service when submitting the application electronically. The Business Registration Office will return the results to the recipient at the address stated in the Request to Receive Results via Public Postal Service.
* Fees:
– 50,000 business registration fee and 100,000 business information provision fee (Exemption from business registration fee in case of business registration via electronic network).
Procedures
