An enterprise shall be dissolved when:
- The company does not have the minimum number of members in accordance with the Law on Enterprises for six consecutive months;
- The Certificate of business registration is revoked
Note: The enterprise can only be dissolved when it is sure to pay all debts and other property obligations.
Minh Khue Law Firm counsels on dissolution procedures, the dossier includes:
1. An enterprise shall dissolve through a decision on dissolution of the enterprise. The dissolution decision contains the following main contents:
- Name and address of the head office of the enterprise
- Reason for dissolution;
- The time limit and procedures for liquidation of contracts and payment of debts of enterprises; The term of debt payment and contract liquidation must not exceed six months from the date of approval of the dissolution decision.
>> See also: Online enterprise law consultancy via telephone
- The plan to handle the obligations arising from the labor contract;
- Full name and signature of the legal representative of the enterprise
2. Within seven (07) working days from the date of approval, the dissolved enterprise must send the decision on dissolution to the business registration office, all creditors, persons with rights, obligations and interests, employees in the enterprise and must be posted publicly at the head office and branches of the enterprise.
3. When sending to creditors, the debt settlement plan must be attached. The notice must include the name and address of the creditor, the amount of debt, the time, the place and mode of payment of the debt, the method and time-limit for resolution of the claim.
4. Decisions on the dissolution of enterprises must be published in at least one newspaper or electronic newspaper for three consecutive issues in cases where such law requires.
5. The owner of a private enterprise, member's council or company owner in the case of a limited liability company or the board of management of a shareholding company shall directly organize the liquidation of the enterprise's assets, unless the charter of the company prescribes to establish of a separate liquidation organization. The term of debt payment and contract liquidation must not exceed six (06) months from the date of approval of the dissolution decision.
6. Debts of enterprises shall be paid in the order of wage debts, severance allowances and social insurance according to the provisions of law and other interests of laborers under collective labor agreements. and the signed labor contract. Then the business has to pay taxes and other debts. Once paid, the remainder will belong to the owner of the private enterprise, its members, its shareholders or the owner of the company.
7. Within seven (7) working days from the date of full payment of the debts of the enterprise, the legal representative of the enterprise shall send the enterprise dissolution dossier to the business registration office for deletion of the enterprise's name business in the business register.
In case of revocation of business registration certificate:
- The enterprise must be dissolved within six (6) months from the date of revocation of the business registration certificate.
- After 6 (06) months, if the business registration office does not receive the enterprise dissolution dossier, the enterprise shall be considered as having been dissolved and the business registration office shall delete the name of the enterprise from the register book. In this case, the legal representative, the members of the limited liability company, the owner of the company, for one-member limited liability companies and the members of the board of management for joint-stock company shall be responsible for the debts and other property obligations not yet paid.
Translated from: Luật sư tư vấn giải thể doanh nghiệp
For more information, please contact: MINH KHUE LAW FIRM CO., LTD
Phone to request an establishment of types of company, call: 02439916057
Online legal consultancy office and appointment for a consultation at the office: 1900.6162 (Press 7)
Email: [email protected]
Look forward to cooperation with clients!
Enterprise Department - Minh Khue Law Firm
>> See also: Consultancy service on wage regulation of enterprise