Filing for JSC Establishment: When Is Authorization Required?

Quick answer: A written authorization is not mandatory when the person filing the dossier to establish a joint stock company is the legal representative of the company. Where the filer is not the legal representative, a written authorization for the individual carrying out enterprise registration procedures is required (Clause 4, Article 4 of Decree 168/2025/ND-CP).

Is Authorization Needed to File a JSC Establishment Dossier?

Under Clause 4, Article 4 of Decree 168/2025/ND-CP, a person filing an enterprise registration dossier who is the company’s legal representative needs no written authorization. Where another individual is authorized to carry out enterprise registration procedures, a written authorization must be attached.

What Does a JSC Establishment Dossier Include?

Under Article 22 of the Law on Enterprises 2020 (as amended and supplemented by Law No. 76/2025/QH15), the dossier for registering a joint stock company includes:

• Application for enterprise registration;
• Company charter;
• List of founding shareholders; list of shareholders that are foreign investors (if any);
• Copies of personal legal documents for founding shareholders and foreign-investor shareholders who are individuals; legal documents of organizations for shareholders that are organizations, and documents appointing authorized representatives;
• Investment registration certificate for foreign investors as prescribed by the Law on Investment.

Applicable Legal Basis

• Law on Enterprises 2020 (59/2020/QH14), as amended by Law 76/2025/QH15: Article 22.
• Decree 168/2025/ND-CP on enterprise registration (effective 01/7/2025): Article 4.

Notes on Applying Current Legal Regulations

This article falls under Real Estate & Projects Knowledge and is presented for reference, helping readers understand the legal issue at an overview level before preparing dossiers or carrying out transactions.

Legal regulations may change over time and vary by locality, dossier type and specific circumstances. To determine the exact legal basis applicable to your case, please contact an ANT Legal lawyer at 0966.475.966 for verification and advice before proceeding.

Common Risks to Note

• Applying a legal document that has been amended, supplemented or replaced.
• Preparing incomplete dossiers, documents or evidence.
• Misunderstanding the conditions, procedures, time limits or competent authority.
• Signing, filing dossiers or transacting without fully assessing legal risks.

How Can ANT Legal Help?

ANT Legal assists in reviewing specific situations, checking dossiers, determining the applicable legal basis, advising on handling options, and representing clients before individuals, organizations or competent authorities when needed.

For prompt consultation, please contact our lawyers at 0966.475.966.

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