Who May Appoint the Chief Accountant in a State-Owned Single-Member LLC?

The authority to appoint the chief accountant in a single-member limited liability company owned by the State has no single answer for all cases: under Article 50 of the Law on Accounting 2015 (not amended by Law No. 56/2024/QH15), the legal representative of the accounting unit is responsible for assigning a chief accountant; but in a State-owned enterprise, the appointment must also comply with the company charter, the management organization model, and the decisions of the owner/owner’s representative agency. This article analyzes each basis in detail.

1. Who is the chief accountant? Standards and conditions

Under Article 53 of the Law on Accounting 2015 (not amended by Law No. 56/2024/QH15), the chief accountant is the head of the accounting unit’s accounting apparatus, tasked with organizing accounting work. For enterprises in which the State holds more than 50% of charter capital, the chief accountant also assists the legal representative in financial supervision at the accounting unit.

Under Article 54, the chief accountant must satisfy the standards and conditions: professional ethical qualities, honesty, integrity; professional accounting expertise at intermediate level or higher; a chief accountant training certificate; and at least 02 years of actual accounting work (university degree or higher) or 03 years (intermediate or college level).

2. The legal representative’s responsibility under the Law on Accounting

Under Clause 2, Article 50 of the Law on Accounting 2015 (not amended by Law No. 56/2024/QH15), the legal representative of the accounting unit is responsible for assigning a chief accountant or deciding to engage chief accountant services as prescribed; where specialized legislation provides otherwise, it is implemented under such legislation. This is the general basis for the responsibility of organizing the accounting apparatus.

3. In a State-owned single-member LLC: who decides the appointment?

For a single-member LLC in which the State holds 100% of charter capital, the answer must be determined under three layers of basis:

Layer 1 — Law on Accounting: the legal representative (usually the Director/General Director) is responsible for assigning a chief accountant. This is the responsibility for organizing the unit’s accounting apparatus.

Layer 2 — Company charter and governance model: a State-owned single-member LLC is managed under the Members’ Council or Company President model. The company charter usually specifies which position has the authority to appoint and dismiss the chief accountant — it may be the Members’ Council/Company President or the Director under delegation. Therefore, the charter of each company must be directly consulted.

Layer 3 — Decisions of the owner/owner’s representative agency: for State-owned enterprises, the appointment of key management positions (including the chief accountant) may require approval by the owner or the owner’s representative agency in accordance with regulations on managing title-holders at state enterprises and the internal regulations of each corporation/group.

Conclusion: in principle, the legal representative organizes the assignment of the chief accountant; but in a State-owned single-member LLC, the specific appointment authority must be based on the company charter, the Members’ Council/Company President model, and the delegation decisions of the owner’s representative agency. A single answer should not be applied to every enterprise.

Notes on applying current legal provisions

This article is presented for reference purposes, helping readers understand the legal issue at a general level. Appointment authority in each specific enterprise depends on the charter and internal delegation instruments. Where you need to determine exactly who has the authority to appoint the chief accountant in your company, please contact an ANT Legal lawyer at 0966.475.966 for review and advice before proceeding.

Common risks to watch for

• Appointing a chief accountant without proper authority under the charter, rendering the appointment decision invalid.
• Overlooking the approval requirement of the owner’s representative agency (if any).
• Appointing a person who does not satisfy the standards and conditions under Article 54 of the Law on Accounting.
• Applying the Law on Accounting text not updated under Law No. 56/2024/QH15.

How can ANT Legal help?

ANT Legal assists in reviewing charters and internal regulations, determining appointment authority for management positions in state enterprises, and advising on completing compliant appointment dossiers. For prompt advice, please contact our lawyers at 0966.475.966.

Frequently asked questions

Who has the authority to appoint the chief accountant in a State-owned single-member LLC?
There is no single answer for all cases: in principle, the legal representative organizes the assignment of the chief accountant (Article 50 of the Law on Accounting 2015); but the specific appointment authority must be based on the company charter, the Members’ Council/Company President model, and the delegation decisions of the owner’s representative agency.

What standards and conditions must a chief accountant satisfy?
Professional ethical qualities, honesty, integrity; professional accounting expertise at intermediate level or higher; a chief accountant training certificate; at least 02 years of actual accounting work (university degree or higher) or 03 years (intermediate or college level) — Article 54 of the Law on Accounting 2015.

How is an improperly authorized chief accountant appointment handled?
The appointment decision may be deemed invalid; the enterprise should review the company charter and internal delegation instruments before making the appointment.

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• Steps for consolidating or merging enterprises with 100% State-held charter capital established by the Prime Minister