Question:
What documents does our company need to prepare in order to transfer the capital contribution back after Company A is dissolved?
Answer:
In order to repatriate the capital contribution to your company in South Korea following the dissolution of the Vietnamese entity, you must ensure that Company A has completed the entire dissolution process and fulfilled all financial obligations in Vietnam (e.g., employee salaries, taxes, and other debts). Once this is confirmed, the following documents are typically required to proceed with the remittance of the remaining capital:
Company A’s Dissolution Dossier:
- Notice of enterprise dissolution;
- Minutes of the Members’ Council meeting and Resolution on the dissolution;
- Debt settlement and asset distribution plan;
- Minutes of asset liquidation;
- Minutes of distribution of remaining capital to members.
Confirmation from the Tax Authorities:
- Decision on termination of Company A’s tax identification number;
- Certification of full tax obligation clearance (no outstanding tax debts).
Bank-related Documents:
Depending on the requirements of each bank, the following documents are typically required:
- Enterprise dissolution notice;
- Capital distribution minutes;
- Confirmation of dissolution and tax clearance;
- Confirmation of balance in the company’s direct investment capital account at the bank;
- Wire transfer order to the bank account in South Korea;
- Supporting documents for the remittance purpose, such as the minutes and resolution on dissolution, dissolution dossier, and confirmation from the tax authority;
- Bank account details of the investor’s company in South Korea (including bank name, address, SWIFT/BIC code, and account number).
Note:
In case the company had a direct investment capital account, the remittance must be carried out through this account in accordance with regulations on foreign direct investment capital transactions in Vietnam.
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