Order and procedures for registering a branch for a limited liability company with two or more members

A branch is a dependent unit of an enterprise, responsible for performing all or part of the enterprise’s functions. To establish a branch, businesses in general and Limited Liability Companies with two or more members in particular must carry out registration procedures with State agencies. This article shares in detail how to carry out the registration procedures to establish a branch for a limited liability company with two or more members.

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Legal basis

  Law on Enterprises 2020

  Decree 01/2021/ND-CP

1. Application for registration of branch establishment

  • Notification of branch registration;
  • Copy of legal papers of the head of the branch;
  • Copy of meeting minutes of the Board of Members on the establishment of the company branch;
  • Resolutions and decisions of the Board of Members on the establishment of the public branch ty;
  • Authorization document on submitting documents and receiving results of changing the legal representative and Copy of legal documents of the individual actually authorizing the authorization (In case of authorization).

2. Order and procedures for registering to establish a branch

2.1 Method of submitting documents

  • Submit directly to the Business Registration Office under the Department of Planning and Investment (Business Registration Office) of the province/city where the branch operates.
  • Submit documents via postal service.
  • Submit documents online via electronic network at the National Business Registration Portal at the address: https://dangkylanhdoanh.gov.vn).

2.2. Order and procedures for registering a branch

Case 1. Submit the application directly to the Business Registration Office where the enterprise where the branch operates

Step 1. Submit the application

  • The registrant submits the application at the one-stop department at the Business Registration Office.
  • Business Registration Office The business receives the application and sends back to the submitter a Receipt of receipt of the application to establish a branch.

Step 2. Appraisal and return results

  • The Business Registration Office issues the Branch Operation Registration Certificate within 03 working days from the date of receipt of the application.
  • In case the application is not valid, the Business Registration Office shall send a written notice of the contents that need to be amended and supplemented to the registrant within 03 working days from the date of receipt of the application.

School Case 2. Register electronically using Business Registration Account

– Registrants submit documents using Business Registration Account to declare information, download electronic documents and authenticate business registration documents via electronic information network and pay business registration fees and charges according to the process on the national information portal on business registration (https://dangkylanhdoanh.gov.vn).

– After completing the submission of the registration application, the applicant will receive a receipt of the application for establishment of a branch via the electronic information network.

– The Business Registration Office issues business registration to the enterprise in case the application is eligible and notices approval for registration to establish a branch of the enterprise. In case the dossier does not meet the conditions, the Business Registration Office will send a notice via electronic information network to the enterprise to request amendments and supplements to the dossier.

Practical points to review

For the topic “Order and procedures for registering a branch for a limited liability company with two or more members”, readers should compare the legal rule with the actual documents, parties involved, timeline and evidence before choosing a course of action.

  • Identify the legal relationship, signing authority and documents creating rights or obligations.
  • Check deadlines, notices, payment records, approvals and evidence that may affect the legal position.
  • Assess whether negotiation, document correction, complaint, arbitration, court proceedings or another route is suitable.

Documents to prepare

  • Contracts, annexes, decisions, notices, emails, messages, payment records and handover/acceptance minutes where relevant.
  • Enterprise, asset, license or identity documents connected to the matter.
  • A short timeline of key events and the outcome expected from the review.

When to seek legal advice

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This content is for general reference only and does not replace legal advice for a specific file. A service relationship is formed only after scope and fees are agreed.

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