Documents to establish a branch of a joint stock company are essential when you want to establish a branch of a joint stock company. One way a joint stock company can expand its scope of operations is to open additional branches. For this reason, the decision to establish a subsidiary is inevitable in order to expand business operations into new markets. However, not everyone knows the procedures for establishing a company branch. What documents are needed to establish a branch? The article below Viet My provides useful legal information to support readers in carrying out procedures for establishing a joint stock company branch nationwide.

1. Conditions for establishing a joint stock company branch

The following are the prerequisites that must be met when establishing a joint stock company branch

• Must have a valid business license according to regulations.
• Branch directors are not subject to the provisions of Article 18 of the Enterprise Law 2020
• The branch’s business area must be consistent with the company’s business area.
• A trade license is required for conditional business areas.
• Branch names are based entirely on legal regulations.
• Have a legal branch;
• Pay all legal business registration fees.

2. Process and Documents to establish a branch of a joint stock company in 2024

If you want to establish a branch of a joint stock company, you need to prepare business registration documents and documents to establish a joint stock company branch. After preparing and completing the documents to establish a joint stock company branch, the company must be registered in the following order:

2.1 Documents to establish a branch of a joint stock company

Notice of establishment of a joint stock company branch (signed by the company’s legal representative)

Written resolution of the board of directors on the establishment of a joint stock company (signed by the chairman of the board of directors)

Copy of the minutes of the meeting to establish the joint stock company of the board of directors

Valid copy of the resolution appointing the branch director of the joint stock company

A valid copy of one of the valid identification documents of the Corporation Branch Director:

• For Vietnamese citizens: ID card/CCCD with chip or passport.
• For foreigners: Temporary residence certificate, work permit or passport issued by a competent Vietnamese agency.

A valid copy of the practicing certificate of the manager of a joint stock company branch or branch manager who is another individual doing work that requires professional qualifications according to the provisions of law.

2.2 Procedures for establishing a joint stock company branch

Step 1: Enterprises go to the business registration office of the Department of Planning and Investment to submit documents.

• Procedure time: 7:30 am to 11:30 am (operating from Monday morning to Saturday morning).
• Submit your application at the Business Registration Counter, pay the fee, receive your order number and wait for the order number to be called.
• The specialist will check whether the application has all the necessary documents, receive the application and issue a receipt to the company.

Step 2: The business registration office checks the validity of the documents and edits the commercial documents to issue the license.

• The time limit for completing documents to establish a joint stock company branch is 05 working days from the date of receipt of valid documents.
• Based on the date on the receipt, we will go to the Department of Planning and Investment to receive the results of the application (from 13:00 to 17:00 from Monday to Friday every week). The result received is the branch operation registration certificate.

Special note: A joint stock company is granted a Business Registration Certificate if it meets the following conditions:

• Officially registered professions
• Branch name changes according to legal regulations
• Have legal branches
• Possess valid company registration documents as required by 2023 law
• Pay all legal business registration fees

Step 3: Procedures after establishing a joint stock company branch in 2024

Establishing a branch of a joint stock company is considered an activity to register a new company, so if the branch comes into operation, the company must carry out the following related procedures:

To avoid administrative sanctions, post detailed information about establishment registration on the national portal within 30 days from the date of issuance of the business registration license.

Engrave your own seal on the branch. Because the company branch also needs a daughter-in-law to represent the branch’s transactions and contracts.

Declare and pay branch license tax and other taxes on time as prescribed by law. In particular, the license tax declaration must be submitted within 30 days.

When installing a branch sign, it must be installed as soon as possible because the tax authority can conduct an inspection at any time.
In addition, businesses can also open bank accounts, purchase digital signatures and issue value-added invoices to branches when needed.

3. Tax tasks after establishing a joint stock company branch in 2024

After establishing a branch of a joint stock company, the company must consider many tax aspects to ensure full implementation of procedures as well as tax declaration and full payment according to legal regulations to avoid being taxed. Administrative penalties are as follows:

3.1 Declare and pay license fees to the company branch in 2024

According to regulations, the branch office is responsible for preparing a notice of establishment of a joint stock company and sending it to the tax authority, and at the same time directly declaring and paying license fees to the local tax authority. Branch headquarters when starting business operations. If the branch is in the same province as the company, the company must declare and pay license fees to the branch. In case the branch is in a different area from the company, the branch must register and pay license fees with the tax authority directly managing the branch.

The license fee declaration dossier of a joint stock company branch includes:

Power of attorney to carry out procedures, unless the legal representative is responsible for carrying out the work.

Time to pay license fees of joint stock company branches

Company branches must pay license fees no later than the month of starting production and business activities.

License fee of joint stock company branch: License fee that the branch must pay is 1,000,000 VND/year.

• In case the Branch is established in the first 6 months of the year (January 1 to June 30), the license fee must be paid for the whole year. So you will pay 1,000,000 VND
• If you are incorporated in the last six months of the year (from 1 July to 31 December of that year), you only pay 50% of the annual license fee for the first year. In other words, you will pay 500,000 VND

3.2 Regulations on using invoices after establishing a joint stock company branch in 2024

Branches (including both independent branches and affiliated branches) are allowed to print invoices themselves or use shared invoices with the company after completing the invoice printing procedure and receiving approval. Directly accepted by tax authorities.

Branches can choose their own invoice template, but the invoice must have the company name in the upper left corner.

Before using self-printed invoices, branches must carry out invoice notification procedures within at least 02 working days and send sample invoices directly to the tax authority.

In case a branch uses the same invoice form as the company but declares VAT separately, the branch must send a Notice of Invoice Issuance or Issuing Invoice Form to the tax authority directly managing the branch. After the company reports VAT to the branch, the branch no longer needs to report and issue invoices.

3.3 Open a bank account for a joint stock company branch in 2024

After receiving the business certificate from the joint stock company’s branch, the company can open a bank account. The enterprise branch is responsible for notifying the Commercial Licensing Department, Department of Planning and Investment, which issues the branch’s Business Registration Certificate, of the branch’s account number within 10 days from the date of receipt. account opening date.

4. Frequently asked questions about documents for establishing a joint stock company branch

4.1 Who is the person who establishes the joint stock company branch?

Directors and other managers of a joint stock company can also be directors of a joint stock company branch or people who have full civil capacity and do not violate the law.

4.2 Is it necessary to engrave a new seal for a joint stock company branch?

Whether or not a new seal can be engraved depends on the company’s needs.

4.3 What is the business function of a joint stock company branch?

A joint stock company branch can operate in all branches of the parent company, but must be consistent with the local branch planning where the branch is expected to be established.

4.4 Where do joint stock company branches do tax accounting?

Joint stock company branches depend on the parent company. In addition, if the branch has registered for independent accounting, you can perform independent accounting.

4.5 Tax declaration procedures, how much tax should be paid for a joint stock company branch?

Branch license tax 1,000,000 VND/year.

Establishing a branch of a joint stock company requires relatively complicated procedures. In this article, Viet My mentions important factors needed when preparing documents to establish a branch of a joint stock company, readers can refer to it for more information. Concerns and issues related to legal procedures are inevitable when doing business. Viet My provides services to establish branches of joint stock companies nationwide. For any information about services to establish branches of public companies, please contact VIET MY LAW AND ACCOUNTING for good legal support best.