Dossier and Procedures for a Single-Member LLC in Vietnam

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Short answer: The dossier for establishing a single-member LLC comprises: the application form for enterprise registration, the company charter, and copies of legal documents of the owner and the legal representative. File with the Business Registration Office under the Department of Finance where the head office is located (in person or online via dangkykinhdoanh.gov.vn); processing time is 03 working days. Since 01/7/2025, local government has only 02 tiers (province and commune/ward, no more district level) with 34 provinces and cities — dossiers are filed under the new administrative boundaries. Guidance under the Law on Enterprises 2020 (amended by Law No. 76/2025/QH15) and Decree 168/2025/ND-CP.

Legal basis

  • Law on Enterprises 2020, as amended and supplemented by Law No. 76/2025/QH15 (effective from 01/7/2025) — Articles 74–87 (single-member LLC);
  • Decree 168/2025/ND-CP on enterprise registration (replacing Decree 01/2021/ND-CP, effective from 01/7/2025);
  • Two-tier local government from 01/7/2025; 34 provincial-level administrative units.

Conditions for establishing a single-member LLC

  • Owner: one organization or one individual; full capacity as prescribed; not subject to prohibition on establishing or managing enterprises;
  • Company name: comprises the type “single-member limited liability company” (or “single-member LLC”) + proper name; not duplicated or confusingly similar;
  • Head office: a defined address under the new administrative boundaries (province/city and commune/ward after reorganization);
  • Charter capital: self-declared by the owner; must be fully contributed within 90 days from the date of issuance of the Enterprise Registration Certificate;
  • Business lines: not on the prohibited list; conditional business lines must satisfy all conditions when operating.

Dossier for establishing a single-member LLC

Owner is an organization

  • Application form for enterprise registration using the current form;
  • Company charter;
  • Copy of the organization’s legal documents (enterprise registration certificate or equivalent document);
  • Copy of the document appointing the authorized representative; copies of legal documents of the authorized representative and the legal representative;
  • Power of attorney for the dossier filer (if any).

Owner is an individual

  • Application form for enterprise registration using the current form;
  • Company charter;
  • Copy of the individual’s legal documents (ID card or passport);
  • Power of attorney for the dossier filer (if any).

Implementation procedure

Step 1. Prepare the dossier

Draft the charter, search the company name on the National Portal for Enterprise Registration, and determine the head office address under the new boundaries.

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Step 2. File the dossier

File one set of the dossier with the Business Registration Office under the Department of Finance where the company locates its head office — in person or online via the National Portal for Enterprise Registration.

Step 3. Receive the result

Processing time: 03 working days for a valid dossier; receive the Enterprise Registration Certificate; the registered contents are published on the National Portal.

Step 4. After establishment

Carve the seal; open a bank account; register for digital signature; register e-invoices; complete initial tax declaration; fully contribute charter capital within 90 days; display the signboard at the head office.

Frequently asked questions

How many single-member LLCs may one individual establish?

No limit. One individual may simultaneously own multiple single-member LLCs (unlike a private enterprise, of which only one may be established).

Can the owner simultaneously serve as director?

Yes. The owner of a single-member LLC may simultaneously be the legal representative, the Company Chairman or the Director as provided by the charter.

What if capital is not fully contributed within 90 days?

The owner must register a charter capital adjustment to the actually contributed capital value within 30 days from the last day of the required contribution period; and bear liability corresponding to the committed capital portion for financial obligations arising before the adjustment.

Notes on applying current legal provisions

Since 01/7/2025, the head office address must be recorded under the new administrative units (no more districts); dossiers with old addresses may be required to amend. A single-member LLC has legal entity status, with the owner liable only within the charter capital — a popular choice for individuals and organizations seeking to limit risk. Contact ANT Legal’s lawyers at 0966.475.966 for advice.

Common risks to note

  • Recording the head office address under old district-level boundaries;
  • Using dossier forms under Decree 01/2021/ND-CP which are no longer effective;
  • Failing to fully contribute capital within 90 days and not adjusting charter capital;
  • A cursory charter lacking governance provisions.

How can ANT Legal help?

ANT Legal advises on establishment conditions, drafts charters and dossiers, conducts name searches, and carries out registration procedures for single-member LLCs plus post-incorporation procedures. For quick advice, please contact our lawyers at 0966.475.966.

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