Nowadays, the model of a single-member limited liability company (LLC) attracts entrepreneurs who start to open their own businesses. However, not everyone clearly understands the type of single-member limited liability company. Therefore, considering a legal consulting company, in this case, is very necessary. LSX law firm provides you with comprehensive and quick advice on the most effective ways and procedures for establishing a Single-member limited liability company. In this article, we would like to give you the answer to: “Procedures to set up a Single-member LLC in Vietnam”
Legal grounds
- Law on Enterprise 2020
- Circular 136/2016/TT-BTC
A Single-member LLC
Firstly, according to Article 74 of the Law on Enterprise 2020:
Article 74. SINGLE -MEMBER LIMITED LIABILITY COMPANIES
1. A single-member limited liability company is an enterprise owned by a single organization or individual ((hereinafter referred to as “owner”). The owner’s liability for the company’s debts and other liabilities shall be equal to the company’s charter capital.
2. A single-member limited liability company has the status of a juridical person from the day on which the Certificate of Enterprise Registration is issued.
3. A single-member limited liability company must not issue shares except for equitization.
4. Single-member limited liability companies may issue bonds in accordance with this Law and relevant laws; private placement of bonds shall comply with Article 128 and Article 129 of this Law.
Procedure to set up a Single-member LLC
Prepare the establishment dossiers
Firstly, Business registration form
Secondly, Company charter
Thirdly, List of Members
Lastly, Copies of:
- Legal papers of the legal representative of the enterprise;
- Legal papers of the company owner (as an individual and organization (except for State enterprises)); of the authorized representative and the document appointing the authorized representative.
For the owner of a Single-member LLC as a foreign organization; the copies of the organization’s legal papers must be consular legalized:
- Investment registration certificate in case the enterprise is established by a foreign investor or a foreign-invested economic organization under the Law on Investment and its guiding documents.
- License or written approval of the State Bank of Vietnam in case the enterprise establishes as a credit institution.
Register to establish a limited company
- Submit the application at Business Registration Office
To establish a Single-member limited liability company, businesses may submit directly at the Office, Send through the post office, and also through the electronic information network. - When to receive the procedure results
Within 03 working days from the date of receipt of the application, the business registration authority of the district must clearly notify in writing the contents that need to be amended and supplemented to the business. - License tax payment rate and payment time
License fee rates for organizations engaged in the production and trading of goods and services (Single-member limited liability companies):
a) Organizations with charter capital or investment capital over 10 billion VND: 3,000,000 VND/year;
b) Organizations with charter capital or investment capital of 10 billion VND or less: 2,000,000 VND/year;
c) Branches, representative offices, business locations, non-business units, and other economic organizations: VND 1,000,000/year.
For newly established enterprises (Single-member LLC), tax registration and tax identification number granted during the first six months, then they have to pay the license fee for the whole year. If established and granted a tax identification number for the last 6 months of the year, then they have to pay 50% of the license fee of that year.
LSX legal firm’s service on company establishment
When establishing a company, people must carry out the procedure following the law at the competent business registration authority (under the Law on Enterprise 2020). The process of establishing a business includes many different steps and phases. If you are not familiar with the law, this process may take a lot of time.
With a team of experienced, reputable, and professional consultants; The firm is always ready to support and work with clients to solve legal difficulties.
Furthermore, using our service, you do not need to do the paperwork yourself, We guarantee to help you prepare documents effectively and legally.
Also, you will not have to waste time preparing the application, submitting application, or receiving results. At those stages, we will help you do it smoothly.
After all, LSX provides the service with the desire that customers can experience it the best way. Additionally, we guarantee the cost to be the most suitable and economical for customers.
Related article
Dossiers to establish a Single-member LLC in Vietnam
Procedure to establish a Single-member LLC in Vietnam
What do you need to establish a single-member LLC in Vietnam?
Related questions
This type of company has many advantages such as:
Owner’s rights
Firstly, the biggest advantage of a Single-member LLC is that the owner has the right to decide on all issues related to the company’s operations. So, decisions are made quickly.
Limited Liability
Secondly, the owner of a single-member limited liability company is only responsible for the company’s operations to the extent of the capital contributed to the company. As a result, the owner takes little risk.
Legal status
Thirdly, a Single-member LLC has legal status from the date of issuance of the Certificate of Business Registration.
Capital mobilization
Fourthly, single-member limited liability companies may raise capital through borrowing and crediting from individuals and organizations. The limited company also has the right to issue bonds. However, the company needs to meet the conditions to do so.
The ability to raise capital is limited because this type of business is not allowed to issue shares. Therefore, to raise capital, businesses can only choose to contribute capital or receive capital from others.
The company owner is only entitled to withdraw capital by transferring part or all of the charter capital to other organizations or individuals. In case the owner transfers part of the capital or receives capital from a new member, it must change the type of enterprise.
Contact LSX
Finally, hope this article is useful for you to answer the question about “Procedures to set up a Single-member LLC in Vietnam”. If you need any further information, please contact LSX Law firm: +84846175333 or Email: [email protected]
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