The process of preparing a business dissolution dossier is a critical step in closing down a company or business entity. It involves various regulatory requirements, documentation, and specific procedures that must be followed meticulously to ensure a smooth and legally compliant dissolution. In this discussion, we will delve into the essential steps and considerations that businesses must take into account when preparing a dissolution dossier, shedding light on the importance of adherence to regulatory guidelines.
Question:
Could you please let me know the procedures for applying for business dissolution, including the required documents? Where can I find the application forms, and where should I submit the dossier?
Answer:
– The dossier, sequence, and procedures for business dissolution according to the provisions of Articles 208 and 210 of Law on Investment 2020, Article 70 of Decree No. 01/2021/ND-CP dated January 4, 2021, concerning business registration:
Step 1: Publicizing dissolution information. Required dossiers:
1. Notification of business dissolution;
2. Resolution or decision on business dissolution;
3. Meeting minutes of the Board of Members regarding business dissolution for Limited Liability Companies, or minutes of the General Meeting of Shareholders for Joint Stock Companies;
4. Debt settlement plan (if applicable).
Step 2: Registering the dissolution. Required documents:
1. Notification of business dissolution;
2. Report on liquidation of business assets;
3. List of creditors and settled debts, including tax debts and social insurance debts (if applicable);
4. List of employees after the decision on business dissolution (if applicable);
5. Company seal and sample seal certificate (if applicable);
6. Business registration certificate.
Note:
– In cases where the person submitting the dossier is not the legal representative, a power of attorney for the dossier submitter must be included along with a valid copy of the submitter’s identification card/citizen identification card/passport.
– For businesses using seals issued by the police, the company is responsible for returning the seal and the sample seal certificate to the police authority as per regulations when completing the dissolution procedure.
– After completing the dossier, the company can submit it online through the National Business Registration Portal at “www.dangkykinhdoanh.gov.vn/e-services/Online registration”. The company should log in to the system, select the dissolution option, submit the dissolution notification, and proceed with the online submission of Step 1 of the dissolution process. Upon completing Step 1, the company can proceed with Step 2 as specified.
– If the company does not have an account for the National Business Registration Portal, the company needs to create an account before proceeding with online registration.
Question:
The company has already submitted a dissolution notification dossier through the National Business Registration Portal, and the dossier has been approved. I would like to ask if the enterprise needs to submit a physical copy to the Authority of Business Registration?
Answer:
– In the case where the company’s DISSOLUTION NOTIFICATION DECISION has been approved, after completing the procedures to terminate the validity of the tax code, the company is requested to submit the DISSOLUTION dossier step 2 according to the procedures stipulated in Article 210 and paragraphs 3, 4, and 5 of Article 70 of Decree No. 01/2021/ND-CP on business registration. When Step 2 is approved, the company should arrange to submit physical copies of the dissolution dossier for both Step 1 and Step 2 at the same time.
– The company can refer to the procedures and dissolution dossier templates on the website of the Authority of Planning and Investment: “www.dangkykinhdoanh.gov.vn / news / latest news / Reference forms” for business registration as regulated in Law on Enterprises No. 59/2020/QH14.
Conclusion
In conclusion, the process of preparing a business dissolution dossier is a complex and crucial undertaking that requires careful attention to detail and strict compliance with legal requirements. It establishes a successful dissolution foundation by ensuring that all required documents are in order and that the process complies with the law. Businesses should seek legal counsel and follow prescribed procedures. This helps navigate the process effectively, ensuring compliance and efficiency in closing operations.
HMLF is always available to offer assistance in understanding the procedures with authorities.
Harley Miller Law Firm “HMLF”
Head office: 14th floor, HM Town building, 412 Nguyen Thi Minh Khai, Ward 05, District 3, Ho Chi Minh City.
Phone number: +84 937215585
Website: hmlf.vn Email: miller@hmlf.vn
