Dissolving a Company: What Does it Mean?
Dissolving a company refers to the process of removing or “striking it off” the Companies House register. Once a company has been dissolved, it becomes illegal for it to continue trading. In addition to ceasing business operations, the dissolution process involves various other formalities. So, LSX law firm provides this article to inform the “Procedures for company dissolution”.
Legal ground
- Law on enterprise 2020
Procedures needed for company dissolution
Each company when conducting dissolution needs to follow certain procedures as prescribed by law. Company dissolution markedly requires many different procedures; and depending on the type of business, there may be separate procedures. In general, these are the basic procedures:
- For limited liability companies with two or more members; a joint-stock company or a partnership must hold a meeting of the Board of members to decide on whether to dissolve or not. As for a single-shareholder limited liability company or a Private enterprise, the owner can make the decision to dissolve the company.
- Procedures for dossiers to submit to competent authorities.
- Debt payments procedures for employees, tax authorities, also other creditors if the company has debts.
- Procedures for notification of dissolution to agencies, organizations, as well as individuals related to the dissolution of the company.
- Submit the dissolution dossiers to the competent authority. In this case, dossiers can be sent online to the competent authority through the national business registration portal.
- Receive the dissolution acceptance from the competent authority directly, or through the electronic portal.
- After all, return the business registration certificate to the competent authority.
Where to carry on the company dissolving procedures
The procedures shall be carried out in the following authorities:
- Firstly, Custom Department: confirm the customs obligations (applies to all companies);
- Secondly, Tax authority: final settlement, Tax identification number closure;
- Thirdly, Vietnam social security: closing social insurance books for employees;
- Fourthly, Business Registration Authority: return the Certificate of Business Registration.
Dossiers to request the dissolution of company
The legal representative of the enterprise; or authorized person prepares dossiers and sends 01 sets of applications for dissolution to the Business Registration Office. The dossiers include:
- Document of the decision to dissolve the company
- Notice of Enterprise Dissolution
- Report on liquidation of enterprise assets
- List of creditors together with paid debts (including employees)
- Bank’s written confirmation that the enterprise has settled its account.
- Written confirmation of the tax authority that the enterprise has closed the tax identification number.
- Written confirmation of the police agency that the enterprise has paid and canceled the seal of the legal entity.
- Papers proving that the unit has published the dissolution report as prescribed (3 consecutive numbers)
- Original Certificate of Business Registration
- Report on the conduction of dissolution procedures, in which there is a commitment to have paid all debts, including tax debts, settled the legal rights of employees, etc.
- Finally, report on the conduction of dissolution procedures, in which there is a commitment to have paid all debts, including tax debts, settled the legal rights of employees, etc.
Steps of a company dissolving
Step 1: Approving the resolution, decision to dissolve the enterprise
On the one hand, limited liability companies with two or more members; partnerships and joint-stock companies must hold a meeting of the Board of members; conduct a vote and issue the dissolution decision.
On the other hand, single-shareholder limited liability company, the company owner will make the decision; prepare dossiers, and submit them to the competent authorities.
Step 2: Prepare Dossiers
After the minutes of the meeting of the Board of members for dissolution and the decision; the company then prepares full dossiers for the dissolution.
Step 3: Announce the enterprise’s status.
Step 4: Submit the enterprise dissolution dossier to the competent authorities.
At the present time, you can register the dissolution of the business online through the National Business Registration Portal.
Step 5: Pay off debts. The order of priority for debts payment is regulated as follows:
- Salary arrears, severance allowance, social insurance, health insurance; unemployment insurance as prescribed by law and other rights of employees; according to the collective labor agreement as well as the signed labor contract;
- Tax debt;
- Other debts.
Step 6: Submit the dissolution dossier to the business registration agency. The enterprise’s legal representative shall send the enterprise dissolution dossier to the business registration agency within 5 working days from the date of payment of all the enterprise’s debts.
LSX Law Firm’s dissolution service
LSX provides company dissolution services to help clients settle neatly; Prepare all documents and papers for dissolution dossier. Besides that, the process of submitting dossiers or receiving results is also provided in this service.
LSX’s service costs are highly competitive; depending particularly on the essence of the case. From 2,000,000 VND, a very reasonable price, LSX provides the service with the desire that customers can experience it the best way. Additionally, costs are guaranteed to be the most suitable and economical for customers.
Related Articles
Guidance on procedures for dissolution of enterprises in Vietnam
Laws on conditions for enterprise dissolution in Vietnam
Legal issues about state-owned enterprises according to Vietnamese Law
Related Question
1: Register a business account at the website: www.dangkyquamang.dkkd.gov.vn.
2: Login, submit the enterprise dissolution profile.
3: Download and check the submitted documents.
4: Complete the application form
5: Sign the account authentication.
6: Payment.
The process of dissolving the company will take about 1 week if everything goes well.
However, it may take longer, ie 10-15 days, or even months if there are problems that arise during the dissolution process such as tax debt.
Contact LSX
Finally, hope this article is useful for you to answer the question about: “Procedures for Company dissolution”. If you need any further information, please contact LSX Law firm: +84846175333 or Email: [email protected].
Conclusion: So the above is Procedures for company dissolution in Vietnam. Hopefully with this article can help you in life, please always follow and read our good articles on the website: lsxlawfirm.com
