Procedures for establishing a one-member limited liability company

ASLAW

Procedures for establishing a one-member limited liability company

Establishing a one-member limited liability company is something many young entrepreneurs want to do in recent times. However, establishing a one-member limited liability company in particular and establishing a business, in general, is a very complicated matter and requires a lot of knowledge and experience to be able to successfully register in the shortest time and at the lowest cost possible. So, what are the necessary procedures for establishing a one-member limited liability company?

One-member limited liability company

By definition, a one-member limited liability company is a company owned by an organization or individual. The company owner will be liable for the company’s debts and other property obligations to the extent of the company’s charter capital. From the date of issuance of the business registration certificate, the one-member limited liability company will have legal status.

However, entrepreneurs wishing to establish a one-member limited liability company should note that this type of company is not entitled to issue shares. Therefore, businesses will face many difficulties in raising capital.

Necessary documents to establish a one-member limited liability company

Documents required to establish a one-member limited liability company include:

• An application for enterprise registration according to the form specified in Appendix I-2 of Decree 122/2020/ND-CP.

• Draft company charter (must have the full name and signature of the company owner for an individual or the legal representative of the company owner for an organization).

• A valid copy of one of the personal identification papers specified in Article 10 of Decree No. 78/2015/ND-CP for individuals being the owner, of the authorized representative if the company organizes the management of the company according to the model of the President of the company, the Director or General Director, and the Controller of the organization as the owner;

• Commitment to social and environmental goals (for social enterprises).

• Decision of a competent authority allowing the transformation of social protection establishments, social funds, or charity funds into social enterprises.

• A valid copy of the license or written approval of the State Bank of Vietnam in case of establishing a credit institution.

• The original certificate of business household registration and a valid copy of the tax registration certificate in case of registration of establishment of an enterprise on the basis of conversion from a business household.

• Authorization letter from the owner to the authorized person in case the company owner is an organization.

• Other documents upon request.

Procedures for establishing a one-member limited liability company

The procedure for establishing a one-member limited liability company will include the following steps:

Step 1: Draft and submit the application for the establishment of a limited company

After preparing all the information and necessary documents as listed above, the business owner needs to submit an application for registration of the establishment of a one-member limited liability company to the registry.

The application can be done by the business itself or through a reputable law firm.

If the application is valid, the Business Registration Office will send the information to the tax office to automatically generate a business code.

Upon receiving the enterprise identification number from the tax authority, the Business Registration Office shall issue a Certificate of Business Registration and notify the enterprise.

Step 2: Engrave the company seal after having business registration

After receiving the Certificate of Business Registration from the Registrar, the enterprise shall engrave the company’s seal and be solely responsible for the information related to the seal.

Step 3: Announce company establishment information on the portal

After being granted the Certificate of Registration of the establishment of a one-member limited liability company, the enterprise will need to submit an application for information disclosure on business registration on the National Business Registration Portal.

The content of information disclosure on the Portal will include information about the industry, business lines, and information about members/founding shareholders of the company.

However, businesses should note that according to current regulations, the time to make the announcement is 30 days from the date of receiving the company’s business registration certificate.

Step 4: Submit the license tax return and register the company’s e-invoice

To complete the registration procedure for the establishment of a one-member limited liability company and for the business to go into operation, the enterprise will carry out the following procedures:

– Prepare license tax declarations and pay a license tax for businesses;

– Buy and use digital signatures to declare and pay taxes electronically;

– Register to use e-invoices and notify the issuance of e-invoices

Register now Contact us for a consultation
CONTACT ASLAW FOR ADVICE

Contact

  • ASLAW
  • 0928273286
  • 0928273286

    View more posts
    The most accurate procedure for registering a partnership company in Vietnam

    The most accurate procedure for registering a partnership company in Vietnam

    A partnership company is chosen by most business people because of its many advantages. Especially this company model can combine the prestige of many people. However, in order to go into official operation, the partnership company also needs to go […]

    Dossier to establish a 100% foreign-owned enterprise in Vietnam in 2021

    Dossier to establish a 100% foreign-owned enterprise in Vietnam in 2021

    As of 2021, this page will provide the most comprehensive overview of the latest procedures and papers for establishing a 100% foreign-owned firm in Vietnam. Documents to be provided when setting up a company with 100% foreign capital Foreign investors […]

    2 ways to establish a foreign-invested company in Vietnam

    2 ways to establish a foreign-invested company in Vietnam

    The following article contains the most general facts you should not neglect on establishing a foreign-invested company in Vietnam. Conditions for establishing a foreign-invested enterprise The 2014 Investment Law no longer stipulates the term “foreign-invested enterprises”. Instead, paragraph 18 of […]

    CONTACT ASLAW