If you change your business line, do you need to submit a copy of your business registration certificate?

Business registration documents in case of changing your business line are specified in Clause 1, Article 56 of the Decree 01/2021/ND-CP as follows:

Notification of change in business lines
1. In case of changing business lines, the enterprise sends a Notice to the Business Registration Office where the enterprise’s head office is located. Business registration documents include the following documents:
a) Notice of change in business registration content signed by the legal representative of the business;
b) Resolutions, decisions and copies of meeting minutes of the Board of Members for limited liability companies with two or more members, partnerships, and of the General Meeting of Shareholders for joint stock companies; resolutions and decisions of the company owner for a one-member limited liability company on changing business lines.

According to the above regulations, the business registration dossier in case of changing business lines includes:

– Notice of change in business registration content signed by the legal representative of the enterprise;

– Resolutions, decisions and copies of meeting minutes of the Board of Members for limited liability companies with two or more members, partnerships, and of the General Meeting of Shareholders for joint stock companies on changing business lines;

Resolutions and decisions of the company owner for a one-member limited liability company on changing business lines.

Thus, it can be seen that when carrying out procedures to change business lines, there is no need to submit a copy of the business registration certificate.

After receiving dossiers for changing business lines, what is the responsibility of the Business Registration Office?

Pursuant to Clause 2, Article 56 of Decree 01/2021/ND-CP stipulates as follows:

Notification of change in business lines and lines
…
2. After receiving the business registration dossier, the Business Registration Office issues a Receipt, checks the validity of the dossier and market access conditions for industries and trades that limit market access for foreign investors in accordance with the law on investment, updates information about the business industry and profession of the enterprise in the National Database on business registration. In case an enterprise needs it, the Business Registration Office will issue a Certificate of change in business registration content to the enterprise.

Accordingly, after receiving dossiers for changing business lines, the Business Registration Office is responsible for:

– Give receipts, check the validity of documents and market access conditions for foreign investors’ restricted market access sectors according to the provisions of investment law;

– Update information about the business industry and profession of the enterprise in the National Business Registration Database.

In case an enterprise needs, the Business Registration Office will issue a Certificate of change in business registration content to the enterprise.

How is the recording of business lines in the notice of change in business registration content?

The recording of business lines in the notice of change in business registration content is prescribed in Clause 1, Article 7 of Decree 01/2021/ND-CP as follows:

Writing of business lines and lines business
1. When registering to establish a business, when announcing additions or changes to business lines or lines of business or when requesting to change to a Business Registration Certificate, the business founder or enterprise selects a level four economic industry in the Vietnam Economic Industry System to record business lines and lines in the Business Registration Application, Notice of change in business registration content or request for change to Business Registration Certificate. The business registration authority guides, compares and records businesses’ business lines and professions in the National Business Registration Database.
2. The specific content of level four economic sectors specified in Clause 1 of this Article is implemented in accordance with the Prime Minister’s Decision promulgating the Vietnam Economic Sector System.
3. For conditional investment and business sectors and trades prescribed in other legal documents, the business sectors and trades are recorded according to the sectors and trades specified in those legal documents.
4. For business sectors and trades that are not included in the Vietnam Economic Sector System but are regulated in other legal documents, the business sectors and trades are recorded according to the sectors and professions specified in those legal documents.

Thus, according to regulations, when changing business lines, the business founder or enterprise selects a level four economic industry in the Vietnam Economic Industry System to record the business line and business line in the notice of change in business registration content.

The business registration authority guides, compares and records businesses’ business lines in the National Business Registration Database.