Case: Supplementing or changing the business lines of the enterprise/project’s operational objectives.
Foreign-invested enterprises and 100% foreign-invested companies operating under investment registration certificates and enterprise registration certificates. In order to add a business to a foreign invested company, it is necessary to carry out the procedures at the business registration office and the investment authority. In the scope of this article, Thanh Do Law sends customers the procedure Adjusting the business lines on the Investment Registration Certificate.
For procedures to change business lines on the business registration certificate, refer to the article Procedures for changing business lines.
I. Legal basis
(1) Law on Investment No. 67/2014/QH13;
(2) Enterprise Law No. 68/2014/QH13;
(3) Decree No. 78/2015/ND-CP detailing and guiding the implementation of a number of articles of the Law on Enterprises;
(4) Decree No. 118/2015/ND-CP of the Government detailing and guiding the implementation of a number of articles of the investment law;
II. Scope of work
(1) Counseling on legal provisions related to the addition of business lines for foreign-owned enterprises in Vietnam.
(2) Drafting the application for amendments to the Investment Registration Certificate;
(3) Drafting the application for changes in enterprise registration information;
(4) Customer’s representative shall submit dossier at the competent State agency to carry out the procedure as stated in Section 2.1 below.
(5) Customer representatives work with competent State agencies to carry out the procedure as stated in Section 2.2 below.
(6) On behalf of customers, the results are the new Investment Registration Certificate and the New Business Registration Certificate at a competent State agency.
2.1. Order and procedure
2.1.1. Modify business registration certificates
This step you can refer to the article: “Adding a career …”
2.1.2. Additional trades in the certificate of investment registration
– Written request for adjustment of Investment Certificate
– Original decision and minutes of meeting minutes of the owner of one member company/Board of members of company 2TV/General meeting of shareholders of joint stock company.
Note: The decision must specify the revised content in the company’s charter
– A valid copy of the enterprise’s investment registration certificate, investment policy (if any)
– Copy of Business Registration Certificate
– Written explanation of the ability to satisfy the conditions that the project must satisfy in accordance with law for projects in the conditional investment domain (List of conditional industries is specified in Appendix 4 of the First Law April 2014)
– Report on the project implementation to the time of adjustment
* Investment conditions are specified in specialized laws of the State of Vietnam and international commitments in international treaties to which Vietnam is a member. Investors can refer to Vietnam’s Schedule of Trade in Services Commitments in the WTO; look up the CPC system at the United Nations website
(http://unstats.un.org/unsd/cr/registry/regcst.asp?cl=9&lg=1) and look up the code of Vietnam’s economic industry in Decision 27/2018/QD-TTg of the Prime Minister Goverment.
* In case the business line and the proposed additional activity are required by law to have legal capital, the enterprise must file an adjustment for capital increase (if not met) when adding the business line.
Example: Adding a business line of real estate with a legal capital of VND 20 billion, an enterprise must complete procedures to increase capital on the investment registration certificate and the enterprise registration certificate at the same time when adding a business line. .
2.2. Execution time
Procedures for adding trades to the Investment Registration Certificate: 10-15 working days
Procedures for adding a profession on the Certificate of Business registration: 3 working days.
+ The above time is counted from the time the valid application is submitted to a competent state agency;
+ The time above does not include the time for dossier modification (if any) at the request of a competent state agency.
2.3. Competence to carry out procedures
Adjustment of certificate of investment registration: Department of Foreign Economic Relations – Department of Planning and Investment;
Adjustment of business registration: Business Registration Office-Department of Planning and Investment.
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