Procedures for changing the representative of a two-member LLC | iGuide

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Change of legal representative in a limited liability company with two or more members

Changing the legal representative in a limited liability company with two or more members is an important process that requires strict compliance with legal regulations. This article will provide detailed instructions on the steps to be taken, from preparing documents, submitting change notices to completing procedures with the authorities, helping businesses follow the correct procedures and avoid legal risks.

1. Application for change of legal representative of a limited liability company with two or more members

In case of change of legal representative, LLC with 2 or more members must promptly register the change of legal representative with the Business Registration Office where the LLC with 2 members is headquartered within 10 days from the date of change.

The profile includes:

(1) Notice of change of legal representative (Appendix II-2 form issued with Circular 01/2021/TT-BKHĐT);

(2) Resolution, Decision of the board of members on changing the legal representative;

(3) Valid copy of the Minutes of the meeting of the Board of Members on the change of legal representative;

(4) A valid copy of one of the following personal identification documents of the additional or replacement person as legal representative of a limited liability company with 2 or more members and the person authorized to carry out the procedure (if any):

- For Vietnamese citizens: Valid Citizen Identification Card or National Identity Card or Vietnamese Passport.

- For foreigners: Valid foreign passport or document in lieu of a valid foreign passport.

(5) Authorization document for the person submitting the application and receiving the results if he/she is not the legal representative. This document does not need to be notarized or authenticated;

2. Place of submission and processing time

Place to submit documents: Business Registration Office - Department of Planning and Investment where the LLC with 2 or more members has its head office.

Processing time: Within 03 (three) working days from receipt of valid documents.

Note: After being granted a Certificate of Change of Business Registration Content, a LLC with 2 or more members must publicly announce it on the National Business Registration Information Portal (Procedures for changing the legal representative and procedures for announcing business registration content can be carried out at the same time). See details at the "Announcing business registration content" task of an LLC with 2 or more members.