Conditions for organizations and individuals to do real estate business according to the law

1. Conditions for establishing a business?

First about the subject. Organizations and individuals specified in Clause 2, Article 17 of the Law on Enterprises 2020 are not entitled to establish enterprises:

“Article 17. Right to establish, contribute capital, buy shares, purchase capital contributions and manage enterprises

…

2. The following organizations and individuals do not have the right to establish and manage businesses in Vietnam:

a) State agencies and units of the people’s armed forces use state assets to establish business enterprises to make private profits for their agencies and units;

b) Cadres, civil servants and public employees according to the provisions of the Law on Cadres and Civil Servants and the Law on Public Employees;

c) Officers, non-commissioned officers, professional soldiers, workers, and defense officials in agencies and units of the Vietnam People’s Army; officers, professional non-commissioned officers, and police workers in agencies and units of the Vietnam People’s Police, except those appointed as authorized representatives to manage the State’s capital contribution in enterprises or manage state-owned enterprises;

d) Leading and professional managers in state-owned enterprises as prescribed in Point a, Clause 1, Article 88 of this Law, except those appointed as authorized representatives to manage the State’s capital contribution in other enterprises;

d) Minors; people with limited civil act capacity; people who have lost their civil act capacity; people with difficulty in cognition and behavior control; organizations without legal status;

e) People who are being prosecuted for criminal liability, detained, are serving prison sentences, are serving administrative measures at compulsory drug treatment facilities, compulsory education establishments or are banned by the Court from holding certain positions, practicing professions or doing certain jobs; Other cases according to the provisions of the Bankruptcy Law and the Law on Prevention and Combat of Corruption.

If requested by the Business Registration Authority, the person registering to establish a business must submit a criminal record card to the Business Registration Authority;

g) Organizations are commercial legal entities banned from doing business and operating in certain fields according to the provisions of the Penal Code.”

Second, business lines based on point a, clause 1, Article 27 of the Law on Enterprises 2020:

Enterprises are granted a Business Registration Certificate when all of the following conditions are met here: Registered business lines and professions are not prohibited from business investment;

Third, the business name is based on Article 37 of the Law on Enterprises 2020:

“Article 37. Business name

1. The Vietnamese name of the enterprise includes two elements in the following order:

a) Type of enterprise;

b) Personal name.

2. The type of business is written as “limited liability company” or “limited liability company” for limited liability companies; written as “joint stock company” or “joint stock company” for joint stock companies; written as “partnership company” or “HD company” for a partnership company; written as “private enterprise”, “DNTN” or “private enterprise” for private enterprises.

3. Personal names are written with letters in the Vietnamese alphabet, the letters F, J, Z, W, numbers and symbols.

4. The business name must be attached to the head office, branches, representative offices, and business locations of the business. The enterprise name must be printed or written on transaction papers, documents and publications issued by the enterprise.”

Fourth about the enterprise’s headquarters specified in Article 42 of the Law on Enterprises 2020: The enterprise’s headquarters is located in the territory of Vietnam, is the enterprise’s contact address and is determined according to the administrative unit boundaries; has a phone number, fax number and email (if applicable). yes).

2. Scope of real estate business activities?

According to the previous Law on Real Estate Business 2014, it can be divided into two areas of real estate business as follows:

– Real estate business, including activities: construction, purchase, transfer for sale, transfer; leasing, subleasing, leasing buying real estate.

– Real estate service business, including activities: performing real estate brokerage services; real estate trading floor services; real estate consulting or real estate management services for profit.

3. Conditions for organizations and individuals to do real estate business? How much is the legal capital?

Pursuant to Article 10 of the Law on Real Estate Business 2014, amended by Point a, Clause 2, Article 75 of the Law on Investment 2020, stipulates:

– Organizations and individuals doing real estate business must establish enterprises or cooperatives (hereinafter collectively referred to as enterprises), except for the case specified in Clause 2, Article This.

– Organizations, households, and individuals selling, transferring, leasing, and leasing small-scale, occasional real estate do not have to establish a business but must declare and pay taxes according to the provisions of law.

Also according to the instructions in Clause 1, Article 4 of Decree 02/2022/ND-CP stipulates as follows. as follows:

“Article 4. Conditions of organizations and individuals doing real estate business

1. Organizations and individuals doing real estate business must have the following conditions:

a) Must establish an enterprise according to the provisions of law on enterprises or cooperatives according to the provisions of law on cooperatives, with real estate business (hereinafter collectively referred to as enterprises);

b) Must publicly disclose on the enterprise’s website, at the headquarters of the Project Management Board (for real estate investment and business projects), at the real estate trading floor (for cases of business through real estate trading floors) information about the enterprise (including name, head office address, contact phone number, name of legal representative), information about real estate put into business. According to the provisions of Clause 2, Article 6 of the Law on Real Estate Business, information on mortgages of houses, construction works, real estate projects put into business (if any), information on the quantity and type of real estate products being traded, the quantity and type of real estate products sold, transferred, leased and purchased and the remaining quantity and type of products that are continuing to do business.

For the public information specified at this point If there is a change, it must be updated promptly after the change;

c) Only trade in real estate that meets the conditions prescribed in Article 9 and Article 55 of the Law on Real Estate Business.

Thus, according to the above regulations, currently when establishing a real estate business company, there will be no mandatory regulation on the level of legal capital.