Our company is a multiple-member limited liability company and is now planning to carry out the procedures to change its legal representative. Please advise what documents need to be prepared, the steps to be taken, the order of procedures, and the statutory processing time under current regulations.
Answer:
At the request of the Client, we provide below the information on the procedures for changing the legal representative of a multiple-member limited liability company:
1. Required documents
- Application form for registration of change of legal representative.
- Copy or original resolution of the Members’ Council on the change of the legal representative.
Note: For enterprises registered before July 1, 2025, the procedure to supplement information about the beneficial owner and information identifying the enterprise’s beneficial owner (if any) must be carried out concurrently with the registration for the change of the legal representative.
- List of beneficial owners (if any).
- Application form for registration of change of enterprise registration details (if applicable).
Note: If the legal representative already has a personal identification number recorded in the National Population Database, it is not required to submit a copy of the legal representative’s identity documents. However, if the legal representative does not have a personal identification number, a copy of the valid passport, foreign passport, or equivalent valid travel documents must be submitted.
Legal basis: Articles 11 and 43 of Decree No. 168/2025/ND-CP and Clause 1 Article 3 of the amended Law on Enterprises No. 76/2025/QH15.
2. Order of procedures and processing time
Step 1: Prepare the application dossier.
Step 2: Submit the application for registration of change of enterprise registration details to the provincial-level Business Registration Office where the company’s head office is located.
Step 3: Upon receipt of the dossier, the provincial-level Business Registration Office will issue a receipt and an appointment for returning the results to the applicant.
Within 03 working days from the date of receipt of the dossier, the provincial-level Business Registration Office will examine the validity of the application:
- If the dossier is valid, the Office will issue an updated Enterprise Registration Certificate to the company as prescribed;
- If the dossier is invalid, the Office will send a written notice detailing the necessary amendments or supplements.
Legal basis: Clauses 1 and 3, Article 43 of Decree No. 168/2025/ND-CP.
