New Amendments to Business Registration Regulations for Companies in Vietnam

A new Decree (Decree 108/2018) was issued on 23 August 2018 to provide various amendments to the existing business registration regulations under Decree 78/2015. Decree 108/2018 will take effect from 10 November 2018. Here are some notable changes:

  • Decree 108/2018 makes it clear, which is not in Decree 78/2018, that the following documents in the registration application are not required to have company stamp on them: enterprise registration application; notice of changes to enterprise registration; and decision, resolution, and meeting minutes.
  • The power of attorney, which enables a person to represent an enterprise before a business registration authority is no longer required to be notarized or certified.
  • Decree 108/2018 removes the requirement that an enterprise may establish a “transaction point” (điểm kinh doanh) only in the province where it has its head office or branches This may mean that an enterprise may have a transaction point where it does not have a branch or head office there.
  • In case of registering a reduction in charter capital, an enterprise is no longer required to submit the latest financial statement.
  • Regarding changes to information of founding shareholder, under Decree 108/2018, a joint-stock company has to notify such changes only in the case that a founding shareholder has not paid in full the share he/she subscribed when the company is established. Under Decree 78/2015, a joint-stock company also has to notify such changes when a founding shareholder transfers his/her shares.

This post is contributed by Ha Thanh Phuc, a trainee at Venture North Law.