Our company is a foreign-invested limited liability company. We intend to increase our charter capital to expand business operations. What are the legal procedures and required documents?
Answer:
According to the Law on Enterprises 2020 and the Law on Investment 2020, an increase in charter capital of an FLLC requires two simultaneous procedures:
1.1. Amendment of the Investment Registration Certificate (IRC) at the Department of Planning and Investment:
Required documents:
- Written request for adjustment of the investment project;
- Resolution and minutes of the owner/Members’ Council on capital increase;
- Explanation of the reasons and plan for capital increase;
- Documents proving the financial capacity of the contributing investor (e.g., bank statements, financial commitment, etc.).
1.2. Amendment of the Enterprise Registration Certificate (ERC):
- After completing the IRC amendment, the company must update the increased charter capital on the ERC at the Business Registration Office.
- Required documents:
- Notification of change in enterprise registration information;
- Resolution and minutes on capital increase;
- Copy of the amended IRC.
Note: The additional capital must be contributed within the committed timeline. Otherwise, the company must register a decrease in capital in accordance with regulations.
