Procedures to establish a partnership company according to the Law of Enterprise 2020

1. Legal basis:

Law of Enterprise 2020;
Decree No. 01/2021/ND-CP on enterprise registration promulgated by the Government on January 4, 2021;
Circular No. 01/2021/TT-BKHDT on enterprise registration promulgated by the Ministry of Planning and Investment on March 16, 2021.

2. What is a partnership?

A partnership is an enterprise in which:

There must be at least 02 members who are joint owners of the company, conducting business under a common name (hereinafter referred to as partnership members). In addition to partnership members, the company may have additional contributing members;
Partnership members must be individuals and are fully liable for the company’s obligations with all their assets;
Contributing members can be organizations or individuals and are only liable for the company’s debts within the scope of the committed capital contribution.

3. Procedures for establishing a partnership company under the regulations

(1) Documents required:

Application for enterprise registration (according to the form in Appendix I-5 attached to Circular 01/2021/TT-BKHDT on March 16, 2021 promulgated by the Minister of Planning and Investment).
Company charter.
List of members.
Copies of the following documents:

+ Legal documents of individuals for company members as individuals; Legal documents of organizations for company members as organizations; Legal documents of individuals for authorized representatives, and letters of authorisation.

+ For foreign organization as members, copies of their legal documents shall be legalized by the consular authority;

+ Investment registration certificate for cases where the enterprise is established or participated in establishment by foreign investors or economic organizations with foreign investment capital according to the Law on Investment and guiding documents.

(2) Competent authority: The Business Registration Office under the Department of Planning and Investment.

(3) Methods of submission: The company founders or authorized representatives can register the establishment of a partnership company with the Business Registration Office through the following methods:

Direct submission at the Business Registration Office;
Submitting through postal services;
Online submission

(4) Deadline for completing the partnership company registration procedure: 03 working days from the date the Business Registration Office receives a valid application.

(5) Result: Enterprise Registration Certificate for the partnership company.

After completing the partnership company registration procedures with the Business Registration Office, the company shall carry out the following procedures to officially enter into operation:

Carve the company seal.
Purchase a digital signature for the partnership company.
Carry out procedures with the tax authority managing the partnership company.
Proceed to open a bank account.
Hang the company sign at the headquarters.

This article is for informational purposes only. The content of this article does not constitute legal advice and should not be considered as detailed legal advice for specific cases. For more information on these issues, please contact us for specific support and advice.