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Procedures for registering to establish a private enterprise in Vietnam is legal content that readers often need to check carefully before implementing it in practice. This article has been reorganized by ANT Legal in an easy-to-understand way, helping individuals and businesses understand the main issues, common risks and appropriate solutions.

What is a private enterprise?

According to the Law on Enterprises 2020, a private enterprise is an enterprise owned by an individual and is responsible for all of its activities with all personal assets. Private enterprises are not allowed to issue securities in any form. Each individual can only establish one private enterprise and cannot simultaneously be a business owner, member of a partnership or limited liability company. Furthermore, private enterprises are not allowed to contribute capital to establish or purchase shares or capital contributions in partnerships, limited liability companies or joint stock companies. This ensures the uniqueness and clarity of each private enterprise according to the provisions of the Law.

What are the conditions for establishing a private enterprise?

Article 188 of the Law on Enterprises 2020 No. 59/2020/QH14 regulates the establishment of a private enterprise:

1. A private enterprise is an enterprise owned by an individual who is responsible with all of his or her assets for all activities of the enterprise.

2. Private enterprises are not allowed to issue any type of securities.

3. Each individual is only entitled to establish one private enterprise. The owner of a private enterprise cannot simultaneously be the owner of a business household or a general partner of a partnership.

4. Private enterprises are not allowed to contribute capital to establish or purchase shares or capital contributions in partnerships, limited liability companies or joint stock companies.

At the same time, according to Article 27 of the Law on Enterprises 2020, regulations on issuance of business registration certificates are as follows:

Article 27. Issuance of Business Registration Certificates career

1. An enterprise is granted a Business Registration Certificate when it fully meets the following conditions:

a) The registered business line is not prohibited from business investment;

b) The name of the enterprise is set in accordance with the provisions of Articles 37, 38, 39 and 41 of this Law;

c) There is a valid business registration document rules;

d) Fully pay the business registration fee in accordance with the law on fees and charges.

So, Conditions for establishing a private enterprise include:

Business lines and industries are not prohibited from investing.
The company name must not be identical or misunderstood with the registered business name. registration.
The owner of a private business is an individual.
Have the correct investment capital

Procedures for establishing a private enterprise

About the documents that need to be prepared when carrying out business establishment procedures are as follows:

Application for business registration business.
Copies of individual’s legal documents such as: CCCD, ID card or passport.
Commitment to implementing social and environmental goals (for social enterprises)

About the process:

(1) In case of direct registration or via postal service main:

– The person submitting the business registration application submits the application.

– After the Business Registration Office receives the business registration application, they will give a Receipt to confirm the receipt of the application to the applicant.

– The Business Registration Office will issue the Business Registration Certificate within 03 working days, starting from the date of receipt. obtain a valid application.

In case the application is invalid or the registration information, such as the business name, does not comply with regulations, the Business Registration Office will notify in writing the content that needs to be adjusted or supplemented to the business founder or enterprise within 03 working days from the date of receipt of the application.

(2) In case of electronic registration and using text Public digital registration, the process is as follows:

– The applicant will declare information, download electronic documents, sign and authenticate the business registration application on the electronic information network and make payment of business registration fees and charges according to the instructions on the national information portal on business registration at the address: https://dangkylanhdoanh.gov.vn.

– After completing the process of submitting the business registration application, the submitter will receive a Receipt of the business registration application via the electronic information network.

– In case the application meets the conditions, the Business Registration Office will issue a Business Registration Certificate and notify the business about the registration process. If the application does not meet the conditions, the Business Registration Office will send a notice via the electronic information network to request the enterprise to amend and supplement the application.

(3) In case of registering electronically and using the Business Registration Account, the process is as follows:

– The applicant uses the Business Registration Account to declare information and download electronic documents. electronically, and authenticate business registration documents via the electronic information network. They also pay business registration fees and charges according to the instructions on the national business registration portal at:https://dangkylanhdoanh.gov.vn.

In case of authorization to carry out business registration procedures via the electronic information network using the Business Registration Account, the authorization document must contain the contact information of the authorizer to authenticate the work. Submit business registration application via electronic information network.

– Immediately after submitting the registration application, the submitter will receive a Receipt of business registration application via electronic information network.

– The Business Registration Office will issue a Business Registration Certificate to the enterprise in case the application meets the conditions and notify the enterprise about the registration process. If the dossier does not meet the conditions, the Business Registration Office will send a notice via the electronic information network to request the enterprise to make amendments and supplements to the dossier.

Note on Applying Current Legal Regulations

This article belongs to the Business & M&A group and is presented for reference purposes, helping readers understand the legal issue at an overview level before preparing a dossier or carrying out a transaction.

Legal regulations may vary depending on the timing, locality, type of dossier and specific circumstances. If you need to determine the exact legal basis applicable to your case, you should contact ANT Legal’s lawyers at 0966.475.966 for review and advice before proceeding.

Common Legal Risks to Note

Applying legal instruments that have been amended, supplemented or replaced.
Preparing an incomplete set of documents, materials or necessary evidence.
Misunderstanding the conditions, procedure, timeline or competent authority.
Signing, submitting a dossier or carrying out a transaction before fully assessing legal risks.

How Can ANT Legal Support You?

ANT Legal can review the specific circumstances, examine the dossier, identify the applicable legal basis, advise on an appropriate handling plan and represent clients in working with individuals, organizations or competent authorities where necessary.

For prompt advice, you may contact a lawyer at 0966.475.966.

Business & M&A, Legal Knowledge

Procedures for registering to establish a private enterprise in Vietnam