Currently, many foreign investors in Vietnam choose the following forms of investment: capital contribution, share purchase, and capital contributions to economic organizations. So, how should this procedure be implemented?
- SUBJECTS APPLICABLE TO CAPITAL CONTRIBUTION, PURCHASE OF SHARES, CAPITAL CONTRIBUTIONS TO ECONOMIC ORGANIZATIONS
Firstly, foreign investors contribute capital, purchase shares, and contribute capital to economic organizations operating in conditional business lines applicable to foreign investors;
Secondly, capital contribution, share purchase, and capital contributions to economic organizations lead to the fact that charter capital ownership ratio of foreign investors and economic organizations stipulated in Points a, b and c of Clause 1 of Article 23 of the Law on Investment shall increase to 51% or from 51% to a higher level.
Foreign investors may contribute capital, purchase shares and contribute capital to economic organizations in the following forms:
– Buy shares of joint-stock companies from from a company or a shareholder;
– Purchase capital contributions from members of limited liability companies to become members of limited liability companies;
– Purchase capital contributions from capital-contributing members of partnerships to become capital-contributing members of partnerships;
2. THE REGISTRATION DOSSIER FOR FOREIGN INVESTORS’ CAPITAL CONTRIBUTION, PURCHASE OF SHARES, CAPITAL CONTRIBUTIONS TO ECONOMIC ORGANIZATIONS
1/ A written registration of capital contribution, share purchase, capital contribution to economic organizations;
2/ A valid copy of identity card or passport in case the investor is an individual;
3/ A valid copy of the Certificate of establishment or other equivalent documents certifying the legal status of the investor in case the investor is an organization.
The quantity of dossiers: 01 original. If the business lines are not committed by Vietnam or the service business lines are not provided for in Vietnam’s WTO Commitments on Services, three copies shall be submitted.
3. PLACE OF SUBMISSION OF REGISTRATION DOSSIER FOR CAPITAL CONTRIBUTION, PURCHASE OF SHARES, AND CAPITAL CONTRIBUTIONS TO ECONOMIC ORGANIZATIONS:
The Department of Planning and Investment
4. ORDER OF IMPLEMENTATION OF CAPITAL CONTRIBUTION, PURCHASE OF SHARES, AND CAPITAL CONTRIBUTIONS TO ECONOMIC ORGANIZATIONS
Step 1: The investor contributing capital, purchasing shares, contributing capital to an economic organization shall submit a dossier for registration of capital contribution, share purchase, capital contribution to economic organizations according to the provisions of Clause 2 of Article 26 of the Law on Investment at the Department of Planning and Investment where the economic organization is headquartered. Within 15 days from the date of receipt of the application dossier, the Department of Planning and Investment shall consider the dossier and notify the investor so that the investor can carry out the procedures for changing shareholders, members in accordance with the law. In case the investor doesn’t satisfy the conditions, Department of Planning and Investment shall notify the investor in writing and clearly state the reasons.
Step 2: The economic organization shall carry out the procedures for changing shareholders, members at the business registration office according to the provisions of current law.
PHAN LAW VIETNAM
Hotline: 1900.599.995 – 0794.80.88888
Email: info@phan.vn
