A. PROFILE COMPOSITION
An applicant shall prepare documents for business registration as specified in Article 23 of Decree No.01/2021/ND-CP.
Please follow the link to get the procedure for REGISTRATION OF ESTABLISHMENT OF A MULTI-MEMBER LIMITED LIABILITY COMPANY
In addition to the above documents, in case of division of the company, the dossier shall include:
- A certified copy of the enterprise registration certificate or other equivalent papers of the divided company.
- Resolutions and decisions of the divided company on the division of the company.
- A copy of the meeting minutes of the Members’ Council (for multi-member limited liability companies), or the General Meeting of Shareholders (for joint-stock companies) of the divided company on the division.
- Quantity: 01 set.
Step 1: All members of the enterprise shall mutually agree to ratify the resolution or decision on the division and the charter. Such members include: the Members’ Council (for multi-member limited liability companies), the Owner (for single-member limited liability companies) or the General Meeting of Shareholders (for joint-stock companies)
A resolution or decision on the division of the company shall include the following contents:
- Name and headquarter’s address of the divided company.
- Names of the new companies.
- Rules and procedures for dividing the company’s assets.
- Labor usage plan;
- Method for division; time limit and procedures for transfer of shares/stakes from divided company to new companies.
- Rules for settlement of the divided company’s obligations.
- Term for completing the division.
Step 2: This resolution or decision shall be sent to all creditors, clients, and employees within 15 days from its ratification date;
Step 3: Members of each new company shall ratify its charter, elect or designate the Chairman of the Members’ Council, the Director/General Director, and apply for enterprise registration.
Step 4: Register a new company that is a multi-member limited liability company.