WINDING UP A BUSINESS
– According to the provisions of Point b, Clause 1, Article 201 of the Enterprise Law 2014, Based on the decision of the Member of the limited liability company with 2 or more members, the dissolution of the enterprise shall be conducted.
– The dissolution of foreign-invested enterprises shall comply with regulations applicable to domestic investment enterprises, whereby customers must comply with the provisions of the Enterprise Law and the Investment Law, and Tax Law.
– You can only be dissolved if you have paid all your debts and other property obligations and your business is not in the process of settling disputes at the court or arbitration.
– At present, under the Investment Law of 2014, the investment certificate is not concurrently the enterprise registration certificate. Accordingly, the content of the investment certificate will not include the content of the enterprise registration, specifically the name of the enterprise; Type of business; Head office address; Business; Business registration capital; Company’s legal representative (Article 1 of the current investment certificate of the Company).
– Accordingly, before proceeding to dissolve the customer must:
+ To carry out the procedures for changing the enterprise registration certificate at the business registration office, then change the investment registration certificate at the investment registration body;
+ To carry out the procedures for termination of operation of branches, representative offices and business locations (if any) at the business registration offices of the localities where the branches, representative offices and business locations are located.
+ After receiving the certificate of enterprise registration and investment registration certificate, customers carry out dissolution procedures.
Procedures for terminating the operation of investment projects
– An investor liquidating an investment project associated with the dissolution of an economic organization, the investor shall carry out procedures for dissolution of the economic organization in accordance with the provisions of the Law on Enterprises and the relevant laws.
The procedures for dissolving foreign-invested companies
– The Members’ Council shall hold a meeting to pass a decision on dissolution of the enterprise. The dissolution document must be sent to the members at least 7 working days before the date of the meeting.
– The members’ council of the company shall directly organize the liquidation of the enterprise’s assets, unless the company charter prescribes the establishment of a separate liquidation organization.
– Within 7 working days from the date of approving the dissolution, customers must:
+ Send the notice, decision and valid copy of the minutes of the meeting of the Members’ Council to the Business Registration Office;
+ To send the dissolution decision and the minutes to the tax office and laborers in the enterprise;
+ Post the dissolution decision on the National Business Portal for enterprise registration and must be publicly posted up at the head office, branch, representative office (if any) of the enterprise.
Note: If you still have outstanding financial obligations, you must enclose the Decision on the dissolution of the debt settlement plan to the creditors, persons with related interests and obligations.
– In case you use the seal issued by the police office, you has to pay the stamp, the certificate of seal specimen registration to the police to be issued the certificate of receipt. seal
– According to the new Enterprise Law, the dissolution of enterprises is carried out in one of two ways:
1) After 180 days from the date of receipt of the decision on dissolution, the Company has not received an opinion on the dissolution of the enterprise or of the related party in writing, the legal status of the business; or
2) Within 5 working days from the date of receipt of the dissolution dossier, the business registration office shall transfer the legal status of the enterprise to the enterprise for dissolution if it does not receive the refusal. The tax office shall concurrently issue a notice on the dissolution of the enterprise.
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