Documents and procedures for registration of establishment of a limited liability company with two or more members in 2024

1. Application for registration of establishment of a single-member LLC

- Business registration application.

- Company charter

- Copies of the following documents:

+ Legal documents of the individual for the legal representative of the enterprise;

+ Legal documents of individuals for individual company owners; Legal documents of organizations for organizational company owners (except in cases where the company owner is the State); Legal documents of individuals for authorized representatives and documents appointing authorized representatives.

For company owners who are foreign organizations, copies of the organization's legal documents must be consularized;

+ List of members of LLC with two or more members.

+ List of legal representatives/authorized representatives (in case the owner of a single-member LLC is an organization.

+ Investment registration certificate for enterprises established or co-established by foreign investors or economic organizations with foreign investment capital according to the provisions of the Investment Law and its implementing documents.

2. Place to submit application for registration of establishment of LLC with two or more members

The person submitting the business registration application submits the application to the Business Registration Office where the business has its headquarters.

3. Procedures for registering to establish a limited liability company with two or more members

3.1. In case of direct registration or via postal service

- The person submitting the business registration application as prescribed in Decree 01/2021/ND-CP submits the application at the Business Registration Office where the enterprise has its head office.

- After receiving the business registration dossier, the Business Registration Office shall issue a Receipt of receipt of the dossier to the applicant. The Business Registration Office shall issue a Business Registration Certificate within 03 working days from the date of receipt of valid dossier.

- In case the dossier is invalid or the name of the enterprise requested for registration is not in accordance with regulations, the Business Registration Office will notify in writing the content that needs to be revised or supplemented to the enterprise founder or enterprise within 03 working days from the date of receiving the dossier.

3.2. In case of online registration using public digital signature

- The applicant declares information, downloads electronic documents, signs and authenticates the business registration dossier via the electronic information network and pays the business registration fee according to the process on the national business registration information portal (https://dangkykinhdoanh.gov.vn).

- After completing the submission of the business registration application, the applicant will receive a Business Registration Receipt via the electronic information network.

- In case the dossier meets the conditions for granting business registration, the Business Registration Office shall grant the business registration and notify the enterprise of the granting of business registration. In case the dossier does not meet the conditions for granting business registration, the Business Registration Office shall send a notice via the electronic information network to the enterprise requesting amendments and supplements to the dossier.

3.3. In case of online registration using Business Registration Account

- The applicant uses the Business Registration Account to declare information, download electronic documents and sign to authenticate the business registration dossier via the electronic information network and pay the business registration fees according to the process on the national business registration information portal (https://dangkykinhdoanh.gov.vn). In case of authorizing the implementation of business registration procedures via the electronic information network using the Business Registration Account, the authorization document must include the contact information of the authorized person to authenticate the submission of the business registration dossier via the electronic information network.

- After completing the submission of the registration dossier, the applicant will receive a Business Registration Receipt via the electronic information network.

- The Business Registration Office shall issue a business registration certificate to the enterprise if the dossier meets the requirements and notify the enterprise of the issuance of the business registration certificate. If the dossier does not meet the requirements, the Business Registration Office shall send a notice via the electronic information network to the enterprise requesting amendments and supplements to the dossier.

+ Announcement of business registration content

- The request for announcement of business registration contents is made at the time the enterprise submits the business registration dossier. The announcement contents include the contents of the Business Registration Certificate and information about the business lines and professions.

4. Time limit for processing requests for registration of establishment of a limited liability company with two or more members

Time limit for processing request for registration of establishment of LLC with two or more members: Within 03 (three) working days from the date of receipt of complete and valid documents.

5. Fees and charges for establishing a limited liability company with two or more members

- Business registration fee: 50,000 VND/time.

- Fee for publishing business registration content: 100,000 VND/time.

- Exemption from fees for online registration and registration based on conversion from a business household.

- The person submitting the business registration dossier shall pay the fee for publishing the business registration contents and the business registration fee at the time of submitting the business registration dossier. The business registration fee can be paid directly at the Business Registration Office or transferred to the Business Registration Office's account or using the electronic payment service. The business registration fee will not be refunded to the enterprise in case the enterprise is not granted a business registration. In case the enterprise is not granted a business registration, the enterprise will be refunded the fee for publishing the business registration contents.

Legal basis: Articles 23, 32 of Decree 01/2021/ND-CP; Circular 47/2019/TT-BTC; Appendix I issued with Decision 885/QD-BKHĐT; Appendix I.3, I.6, I.10 issued with Circular 01/2021/TT-BKHĐT.