Procedures for Registering a Multi-Member LLC in Vietnam

Short answer: Registering a multi-member limited liability company (LLC) follows this sequence: (1) members agree on terms and prepare the dossier (application form, charter, member list, legal documents); (2) file the dossier with the Business Registration Office (in person or online); (3) receive the Enterprise Registration Certificate within 03 working days if the dossier is valid. The company has from 02 to 50 members; charter capital is self-declared and must be fully contributed within 90 days. Dossiers follow the current forms issued with Decree 168/2025/ND-CP. Legal basis: the Law on Enterprises 2020 (amended by Law No. 76/2025/QH15).

Legal basis

• Law on Enterprises 2020, as amended and supplemented by Law No. 76/2025/QH15 — Articles 46–73 (multi-member LLC);
• Decree 168/2025/ND-CP on enterprise registration (effective from 01/7/2025) — dossiers and registration procedures.

Detailed registration procedure

Step 1. Agreement among members

Before preparing the dossier, members should agree in writing on: capital contribution ratios, types of contributed assets; governance structure (Members’ Council, Chairman, Director, Supervisor); profit distribution; the mechanism for transferring contributed capital; and deadlock resolution. This agreement forms the foundation of the company charter.

Step 2. Prepare the registration dossier

• Application form for enterprise registration (current form);
• Company charter signed by all members;
• Member list (current form): full name, address, nationality, and capital contribution ratio of each member;
• Copies of legal documents of each member (individuals: ID card/passport; organizations: registration certificate + document appointing the authorized representative);
• Copy of the legal documents of the legal representative;
• Company name search on the National Portal before finalizing.

Step 3. File the dossier

File one set of the dossier with the Business Registration Office under the Department of Finance where the head office is located — in person or online via the National Portal for Enterprise Registration (online filing is recommended for progress tracking).

Step 4. Receipt, processing and result

• Valid dossier: the Enterprise Registration Certificate is issued within 03 working days;
• Invalid dossier: the registration authority notifies in writing the contents requiring amendment or supplementation; the enterprise revises and re-files;
• Refusal of issuance: notice in writing with clear reasons.

Common reasons dossiers are returned

• Duplicate or confusingly similar name with an already registered enterprise;
• Using outdated forms (forms under Decree 01/2021/ND-CP are no longer effective);
• Head office address recorded under an old district-level administrative unit, or located in a residential apartment;
• Member list missing information, with contribution ratios inconsistent with the charter;
• Legal documents expired or invalid copies;
• Conditional business lines declared with incorrect industry codes.

After the certificate is issued

• Carve the seal; open a bank account; register for digital signature and e-invoices;
• Complete initial tax declaration; display the company signboard;
• Members fully contribute capital within 90 days; update the member register;
• Register employees and social insurance when hiring.

Frequently asked questions

Is online filing faster than filing in person?

The processing time is the same (03 working days); online filing is more convenient for tracking, supplementing the dossier and receiving results.

Can 2 members be foreign organizations?

Yes. A member that is a foreign organization needs consular legalization of its legal documents (unless exempted) and notarized translation into Vietnamese; it must also comply with regulations on foreign investment.

What if the dossier is returned multiple times?

Read carefully the amendment/supplementation notice from the Business Registration Office; each re-filing is accompanied by specific guidance on what needs fixing. For complex cases, a lawyer should review the entire dossier before re-filing.

Notes on applying current legal provisions

The biggest difference in the current procedure compared to before is the new forms (Decree 168/2025/ND-CP) and addresses under the new administrative units. Careful preparation from the start helps you receive the result within 03 working days. Contact ANT Legal at 0966.475.966 for assistance in preparing and filing the dossier.

Common risks to note

• Using outdated forms — the dossier will be returned;
• Company name rejected due to duplication or confusion;
• Charter and member list inconsistent with each other;
• Failure to fully contribute capital within 90 days after the certificate is issued.

How can ANT Legal help?

ANT Legal advises on and prepares dossiers for establishing multi-member LLCs; conducts name searches; files the dossier and collects results; and supports post-incorporation procedures. For quick advice, please contact our lawyers at 0966.475.966.

Related articles

• Procedures for registering a branch of a multi-member limited liability company
• Procedures for registering a representative office of a multi-member limited liability company
• Procedures for registering changes to charter capital of a single-member limited liability company
• Procedures for transferring contributed capital in a multi-member limited liability company
• Comparison between a multi-member limited liability company and a joint stock company