Dossier for dissolution of foreign investment enterprise

What to prepare for the procedure of dissolution of a foreign-invested enterprise? In this article, Siglaw firm would like to share the list of documents that need to be prepared when carrying out dissolution procedures:

Dossier that need to be submitted to the Business Registration Office where the headquarter is located

1. Board meeting minutes on dissolution
2. Written notice of enterprise dissolution
3. Court decision to declare bankruptcy (if any)
4. Report on liquidation of corporate assets
5. List of creditors and debts has been paid
6. List of employees
7. Confirmation of bank account closure and commitment not to open account
8. Confirmation of tax debt from the General Department of Customs
9. Notice of the closure of tax code
10. Business registration certificate (original)
11. Resolutions or decisions on dissolution include:

• Name and headoffice’s address
• Reason of dissolution
• Times and procedures of liquidating contracts and paying debts
• Plan for handling issues arised from labor contracts

Documents to applying for confirmation of tax’s obligations completion at the customs office

• In case of submitting online through the Customs Electronic Data Processing System: Written request for confirmation of completion of tax obligations according to the criteria specified in form No. 05, Appendix IIa, Circular 39/2018/TT-BTC;
• In case of submitting directly: Written request for confirmation of completion of tax payment obligation according to form No. 34/CVXNHT/TXNK, Appendix VI of the above circular.
• Tax registration certificate or Tax code notification (original) (if any)
• Decision of dissolution
• Enterprise registration certificate (Photocopy)
• Written commitment to have no liquidated assets
• Written confirmation of legal liability after dissolution
• Document confirming completion of tax obligations for import and export activities from the General Department of Customs, if the organization has import and export activities

Application for canceling tax code

• Written request for invalidation of tax code under form No. 24/DK-TCT
• Decision of dissolution
• Written notice of enterprise dissolution
• Court decision to declare bankruptcy (if any)
• Relevant documents from the competent authority certifying that the individual is dead, missing or has lost civil capacity (Death certificate or death notice or documents in place of death notice according to the provisions of law, or a court decision declaring a person dead, missing, or lacking civil act capacity). (if any)

Application for stamp returning upon dissolution

• If the enterprise is granted a seal by the police and was established before 1st July 2015, it must submit documents to return the seal when dissolving, including:
• Seal registration certificate (original)
• Written letter of returning the seal
• Valid stamp
• Certified copy of Enterprise Registration Certificate and Investment Registration Certificate
• Letter of authorization to carry out procedures in case the person submitting the application is not the legal representative of the enterprise
• Receiving agency: Police agency where the seal registration certificate has been issued.

Siglaw Law Firm

Phone: (+84) 961 366 238

Email:

• vphn@siglaw.com.vn
• vphcm@siglaw.com.vn

Headquarters: No.44/A32-NV13, Gleximco A, Le Trong Tan street, An Khanh, Hoai Duc, Ha Noi, Vietnam.

Southern branch: A9.05 BLOCK A, SkyCenter Building, 5B Pho Quang Street, Ward 2, Tan Binh District, Ho Chi Minh City, Vietnam.

Central branch: 177 Trung Nu Vuong, Hai Chau District, Da Nang City

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