Our company is ABC Company Limited (100% foreign-owned), currently operating in the field of retail distribution of goods. We would like to amend our Business License for the following reasons: (1) Change of the company’s head office address (within Ho Chi Minh City); (2) Addition of a new legal representative. We would like to receive advice on the procedures and documents required to carry out the amendment of the Business License for trading activities and activities directly related to the trading of goods.
Answer
According to Clause 1 Article 11 and Article 14 of Decree 09/2018/ND-CP, the Business License must be amended when there is a change in any of the following contents:
- Name, business identification number, address of headquarters and legal representative;
- Controlling owners, capital contributors, founding shareholders;
- Goods to be distributed;
- Other related activities;
Based on the information provided by the Client, the enterprise wishes to change its head office address and add an additional legal representative. Both matters require the amendment of the Business License.
Therefore, SB Law would like to provide the Client with detailed guidance on the procedure and the list of documents required to proceed with the amendment as follows:
- Application dossier:
- Number of dossiers: 03 sets
Legal basis: Clause 2 Article 13, Point c Clause 1 Article 5 of Decree 09/2018/ND-CP
The dossier includes:
- An application form for changes to business license (form No. 02 of Appendix issued with Decree 09/2018/ND-CP)
- A copy of modified business registration certificate that records the change shall be required.
Legal basis: Article 15 of Decree 09/2018/ND-CP
- Procedure for amending the Business License:
Step 1: Within 10 days from the date of issuance of the Enterprise Registration Certificate reflecting the amended contents, the Client shall submit the application dossier to the Department of Industry and Trade through one of the following methods:
- In person;
- By post;
- Via Internet (if available).
Step 2: Within 3 working days from the date on which the application is received, the Department of Industry and Trade shall verify it and request necessary modifications (if it is inadequate or unsatisfactory).
Bước 3: Within 10 working days from the date on which an adequate and satisfactory application is received, the Department of Industry and Trade shall verify whether conditions prescribed in Article 9 Decree 09/2018/NĐ0CP are satisfied and issue one of the following decisions:
- In case where conditions are not satisfied, the Department of Industry and Trade shall provide explanation in writing.
- In case where conditions are satisfied:
- the Department of Industry and Trade shall issuance a business license for retail distribution of goods; if the application is refused, it shall provide explanation in writing;
- The Department of Industry and Trade forwards the dossier together with a written request for opinions from the Provincial People’s Committee.
Step 4: Within 15 days from the date of receipt of the dossier, the Provincial People’s Committee considers the relevant matters and issue a decision.
Bước 5: Within 03 working days from the date of receiving the PPC’s approval, the Department of Industry and Trade issues the amended Business License. In case the PPC issues a refusal, the Department of Industry and Trade will provide a written reply stating the reasons.
Note: Within 05 working days from the date of receipt of the amended Business License, the foreign-invested economic organization is responsible for returning the previously issued Business License to the Department of Industry and Trade
As the Company is 100% foreign-owned, it is therefore required to return the initially issued Business License to the Department of Industry and Trade.
Legal basis: Articles 13 and 16 of Decree 09/2018/ND-CP
Consultation reference: The procedure for issuing a business license
