Converting a joint-stock company into a single-member limited liability company

A. PROFILE COMPOSITION

  1. Application form for enterprise registration (Appendix I-2).
  2. Company charter.
  3. Copies of the following documents:

a) Legal documents of the enterprise’s legal representative;

b) Legal documents of the company’s owner (except for the State); Legal documents of the authorized representative and their letter of appointment.

For owners being foreign organizations, copies of their legal documents shall be consular legalized;

  1. Resolution, decision and copy of meeting minutes of the General Meeting of Shareholders on the conversion;
  2. Contract for transfer of shares or documents proving completion of such transfer; contract for donation of shares; copy of certificate of the heir’s lawful inheritance rights;
  3. Documents certifying the capital contribution by new members/shareholders;
  4. Written approval given by the investment registration authority in case the capital contribution or purchase of shares/stakes of foreign investors/foreign-invested economic organizations shall be registered in accordance with the Law on Investment.
  5. Power of attorney.
  • Quantity: 01 set.

B. SEQUENCE

Within 15 days from the date only 01 shareholder remains in the company or the transfer of shares is completed as regulated in Points a and b, Clause 1, Article 203 of the Law on Enterprise 2020, an application for conversion shall be submitted to the business registration authority where the enterprise is registered.

Please follow the link to get the procedure for REGISTRATION OF ESTABLISHMENT OF A ONE-MEMBER LIMITED LIABILITY COMPANY

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