I am an owner of Single-member Limited Liability Company. I want to give part of the charter capital to my daughter. May I do that? And how are procedures and fees?
THE LEGAL CONSULTING LETTER
First of all, FDVN Law Firm would like to give our formal greeting and grateful thanks to you. For all the things you care about, we would like to state via the following content:
- Giving part of the charter capital:
For Single-member Limited Liability Company, according to Clause 1 of Article 77 Law on Enterprises 2014:
“Article 77. Performance of the company’s owner’s rights in some special cases
- When the owner transfers, give part of the charter capital to another organization or individual (hereinafter referred to as entity), or the company has a new member, the company shall be converted into a multi-member limited liability company or joint-stock company, register changes to business registration contents with the business registration authority within 10 days from the date on which capital is transfer, given, or the new member is admitted.
You are entitled to give part of the charter to your daughter after that, you shall convert your company into a multi-member limited liability Company and register changes to business registration contents with Business Registration Office within 10 days from the dated on which capital is given.
- Converting kind of Company:
– Step 1: Making agreement about giving the charter capital.
– Step 2: Registering enterprise for converting kind of enterprise.
- Dossiers: Pursuant to Clause 1 of Article 25 Decree No. 78/2015/NĐ-CP dated on September 14, 2015 about Enterprise Registration (hereinafter called Decree No. 78/2015/NĐ-CP):
- Application form for enterprise registration;
- Charter of the converted company according to Article 25 of the Law on Enterprises;
- A list of members and legitimate copies of ID papers of the company’s members (specified at Article 10 Decree No. 78/2015/NĐ-CP);
- Giveaway contract in case the company’s owner gives away part of charter capital to another individual or organization.
- Competent authority: Business Registration Office where your company is suited (Pursuant to Clause 1 of Article 27 Decree No. 78/2015/NĐ-CP).
- Time limit: 3 days from the dated that Business Registration Office receives valid application (Pursuant to Clause 2 of Article 27 Decree No. 78/2015/NĐ-CP)
- Orders: After receiving an application for enterprise registration, Business Registration Office shall give a confirmation slip to the person who submits the application. Business Registration Office considers the validity of the application and issues Enterprise Registration Certificate within 03 working days from the date receiving the valid application. In case Business Registration Office rejecting to issue Enterprise Registration Certificate shall make the written notification for the founder of the enterprise. The notification shall be stated the reasons and requests for amending the application.
– Step 3: Changing the seal and performing seal design
Due to performing procedures about changing kind of Company from Single-member Limited Liability Company to Multi-member Limited Liability Company, that will affect the before seal contents, after being issued Business Registration Certificate, Enterprise shall contact another Enterprise registering trading in engraving business to make a new one.
After re-doing the seal, Enterprise shall make seal design to Business Registration Office where your company is suited for posting on National Business Registration Portal.
– Step 4: Announcing business registration information
Pursuant to Article 33 Law on Enterprises 2014, namely:
“Article 33. Announcing business registration information
- After being granted the Certificate of Business registration, the enterprise must make an announcement on the National Business Registration Portal and pay the fee as prescribed….”. Accordingly, enterprise shall perform orders as follows:
- Dossiers: An application form for announcing business registration information.
- Competent authority: Business Registration Office where your company is suited or performing orders online by National Business Registration Portal.
We ensure to provide you with accurate and explicit consultancy. Please feel free to contact us if you have any questions.
Traslation into English: Legal Officer Bui Anh Vinh (Mr)