Regulations on assets to contribute capital to establish a company in Vietnam
Regulations on assets contributed as capital to establish a company or enterprise? Methods of handling to contribute capital to established companies in accordance with the law. LSX Lawfirm will give you an article about: “Regulations on assets to contribute capital to establish a company in Vietnam”, as follows:
Legal grounds
Law on enterprises 2020
Assets contributed as capital must be the type of assets that are allowed to contribute capital
Pursuant to Article 34 of the Enterprise Law 2020, individuals and organizations can use the following assets to contribute capital to enterprises:
It also can be Vietnam Dong, freely convertible foreign currency, gold, value of land use rights, value of intellectual property rights, technology, technical know-how, other assets that valued in VND. Vietnam.
Then, intellectual property rights used to contribute capital include copyright; copyright-related rights, industrial property rights, rights to plant varieties and other intellectual property rights as prescribed by law; intellectual property law. Only individuals and organizations that are lawful owners of the aforementioned rights; have the right to use such assets to contribute capital.
How are assets valued according to regulations?, Guarantees for transfer of foreign investors’ assets overseas, the issue of withdrawing capital from a partnership in Vietnam, you can also look into the LSX Lawfirm.
Individuals and organizations must value assets contributed as capital other than VND
Assets contributed as capital other than Vietnam Dong, freely convertible foreign currencies; and gold valued members, founding shareholders or a professional appraisal organization and expressed in Vietnam Dong.
Assets contributed as capital when establishing an enterprise; valued by founding members and shareholders on the principle of consensus or by a professional valuation organization. In case a professional valuation organization makes a valuation; the value of assets contributed as capital approved by a majority of members and founding shareholders.
In case the assets contributed as capital are valued higher than the actual value at the time of capital contribution; the founding members and shareholders jointly contribute an additional amount; equal to the difference between the assessed value and the actual value; economic value of assets contributed as capital at the end of valuation; at the same time jointly responsible for damage; caused by intentionally valuing the assets contributed as capital higher than the actual value.
Ownership of assets contributed as capital must be transferred to the company after its establishment
About Regulations on assets to contribute capital to establish a company in Vietnam, we said:
Pursuant to Article 35 of the Enterprise Law 2020; members of a limited liability company; a partnership and a shareholder of a joint-stock company must transfer ownership of assets contributed as capital to the company in accordance with the following provisions:
So, for assets with registered ownership rights or land use right value, the capital contributor must carry out procedures for transferring the ownership of such property; or land use rights to the company at a competent state agency. The transfer of ownership of assets contributed as capital is not subject to registration fees.
For assets without registered ownership, the capital contribution made by handing over the contributed assets certified in writing.
Note about Regulations on assets to contribute capital to establish a company in Vietnam
The delivery note must clearly state
– Name and address of the head office of the company;
- Firstly, full name, permanent address, number of citizen’s identity card; people’s identity card, passport ;or other lawful personal identification, number of establishment decision or registration of capital contributor;
– Type of asset and number of asset units contributed as capital;
– The total value of assets contributed as capital and the ratio of the total value of such assets in the charter capital of the company;
- Secondly, delivery date;
– Signature of the capital contributor or the authorized representative of the capital contributor and the legal representative of the company;
Shares or capital contributions in assets other than Vietnam Dong, freely convertible foreign currencies; and gold only considered paid when the legal ownership of the assets contributed as capital transferred to the company.
Related questions about Regulations on assets to contribute capital to establish a company in Vietnam
Shareholders of a joint-stock company must pay in full for the number of shares registered for purchase within 90 days from the date of issuance of the Certificate of Business Registration, except in the case of the company’s charter or purchase registration contract. shares for a different, shorter term.
General partners and capital contributors must contribute in full and on time the amount of capital as committed. In case a capital-contributing member fails to contribute fully and on time the committed capital amount, the unpaid capital amount shall be considered as a debt of that member to the partnership.
The owner must contribute in full and with the right type of assets as committed when registering for business establishment within 90 days from the date of being granted the Certificate of Business Registration. Owners must also complete the transfer of ownership rights and register the names of contributed assets during this time.
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