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Documents to establish a joint stock company in 2024

If you want to establish a 100% successful joint stock company, you need to carefully prepare the documents to establish a joint stock company. Above is some information to help you complete the application to establish a joint stock company quickly and easily without spending much time learning about legal procedures. Then, if you have any questions, please contact Viet My company establishment service immediately. Viet My Company specializes in establishing the No.1 reputable low-cost listed company in Vietnam.

1. What is a Joint Stock Company?

A joint stock company is one of the most popular forms of business today. This is due to the founders’ mentality of wanting their company to grow as quickly as a publicly traded company and specific to its type.

According to Article 111 of the Enterprise Law 2020: A joint stock company is a form of company in which the share capital, called shares, is divided into equal parts. People who own shares of a joint stock company are called shareholders and are only responsible for the company’s debts up to the value of the shares they own.

Shareholders can be organizations or individuals and the minimum number of shareholders is 03, the maximum number is unlimited.

2. What are the characteristics of a joint stock company?

  • There must be at least three or more shareholders (according to Article 111 of the Enterprise Law 2020).
  • Flexibility in raising capital: Compared to other forms of legal entities, joint stock companies are allowed to issue securities such as stocks and bonds, allowing for more flexible capital mobilization.
  • Shareholders are free to transfer their capital to anyone as long as it does not violate the law.
  • Specifically, joint stock companies are free to transfer shares and are not restricted in transfer, except for the following two cases:
    • A founding shareholder who transfers shares to someone other than a founding shareholder within three years from the date of issuance of the Company Registration Certificate must be approved by the general meeting of shareholders.
    • Shareholders who own preferred shares with voting rights may not transfer those shares to others
  • A company’s profits can be distributed as dividends.

3. Documentation process for establishing a joint stock company in 2024

Establishing a joint stock company is carried out at the Department of Planning and Investment where the enterprise’s headquarters is located, including preparing documents to establish a joint stock company, submitting documents to the registration agency, tracking documents and receiving documents. Business registration certificate, engraved joint stock company seal.

Documentation process for establishing a joint stock company in 2024
Documentation process for establishing a joint stock company in 2024

3.1 Documents for establishing a joint stock company according to regulations in 2023

List of authorized representatives according to the form (of shareholders who are foreign organizations)

Efforts to achieve social and environmental goals (for social enterprises).

Decision of the competent authority allowing the conversion of social protection establishments, social funds, and charity funds into social enterprises;

Valid copies of the following documents:

  • ID card/citizen identification card or valid passport of the shareholder.
  • Power of attorney accompanied by documents proving business registration (except in cases where the organization is a state agency) and personal identification documents of the organization’s authorized representative.
  • Investment registration certificate if a foreign investor or economic organization with foreign investment capital establishes or participates in establishing a company according to the provisions of the Investment Law and other documents.

In case the person directly submitting the application is not the company owner, the authorized person must submit a valid copy of one of the following identification documents:

  • For Vietnamese citizens: ID card/citizen identification card or valid passport.
  • For foreigners: Foreign passport or valid document replacing a foreign passport that is still valid.

In addition, readers can refer to the registration documents to establish a limited liability company that Viet My mentioned!

3.2 Procedures for establishing a new joint stock company in 2024

Step 1: Collect information and start-up consulting

To complete the procedures for establishing a company, you only need to prepare 01 notarized copy of your ID card/ID card/Passport/Business registration certificate/Enterprise registration certificate (if the shareholder is an organization) and other information. following news:

  • Information about shareholders: company name, address, capital, industry, legal representative.
  • Lawyers advise clients on all relevant legal issues to choose the best solution based on the information provided by the client.

Step 2: Prepare documents to establish and join the company

Documents to establish a public limited company include:

  • Application to establish a joint stock company (according to form Appendix I-4 Circular 01/2021TT-BKHDT).
  • Terms of establishment of the Corporation
  • List of Founding Shareholders (according to form I-7 attached to Circular 01/2021TT-BKHDT).
  • ID card/permanent residence card or passport of the shareholder.
  • Certificate of business registration/Certificate of business registration of the organization (except in cases where the organization is a People’s Committee of a province/province or centrally run city) and accompanying personal identification documents Authorization decision of the authorized representative of the organization
  • Investment decisions of shareholders who are business organizations

Step 3: Submit business registration application and pay business information disclosure fee

Documents for establishing a joint stock company and company information disclosure fees are submitted along with the documents after being signed by shareholders according to regulations. Documents must be submitted to the Department of Planning and Investment at the company’s registered office. The time limit for issuing a business registration certificate is three working days.

Step 4: Carve the company seal

To ensure uniform use of the company’s seal, the usual (district) seal model is used and the district where the company’s headquarters is located. In case of necessity when moving headquarters, we recommend that you Information about the company’s seal should not be saved. Later. For districts, it is not required to re-engrave the business seal.

In addition, according to the current regulations of the Enterprise Law 2020, public companies are entitled to a number of seals to support their business activities. If a business needs to engrave a second seal, Viet My Company’s lawyers will guide and support the business in completing the process of engraving the second seal.

Step 5: Company shareholders contribute capital to start a business

Shareholders of the company must fully contribute the company’s share capital within 90 days from the date of issuance of the Business Registration Certificate.
All capital contributions when establishing a public company are made in cash (if the investor is not a collective, capital contribution by bank transfer is required).

Step 6: Complete procedures after establishing the company

3.3 Where to submit documents to establish a Joint Stock Company?

After filling out all information in the application and verifying its accuracy, the customer submits the application to the competent authority. In the case of establishing a joint stock company in particular and establishing a company in general, customers must submit documents to the Department of Planning and Investment where the company’s registered headquarters is located.

Submit an application to establish a public limited company (scanned copy) from the national portal website.

After the online application is approved, the customer prints the valid license along with a scanned copy and submits it to the One-Stop Department of the Ministry of Planning and Investment, where the company is headquartered.

Upon receiving the dossier, the Ministry of Planning and Investment will send an appointment letter to return the results.

Once the application is processed, it will be uploaded to the national portal website along with a copy of the online content and attached with the business registration certificate.

With the reservation system, customers can request the one-stop department of the Department of Planning and Investment to get results.

4. Frequently asked questions about documents to establish a joint stock company

4.1 Is a joint stock company limited in the number of people contributing capital?

Public companies only require a minimum of three shareholders and do not limit the maximum number of shareholders contributing capital.

Is the name of the shareholder recorded in the certificate of registration of the joint stock company’s issues?

Unlike partnerships and limited liability companies, shareholders of public companies, including founding shareholders of public companies, do not provide any information (names) on the Certificate business registration.

4.2 How is shareholder information of a joint stock company recorded?

Information about the company’s shareholders is recorded in the shareholder register. Therefore, a joint stock company must establish and maintain a shareholder registration book from the time it is granted a Business Registration Certificate. The shareholder register can be a paper register or an electronic record that records information about the share ownership of shareholders in the company.

4.3 Does a joint stock company have to hold a General Meeting of Shareholders every year?

The General Meeting of Shareholders is held once a year. In addition to the annual congress, the congress may hold extraordinary congresses.

4.4 How many legal representatives can a joint stock company have?

A joint stock company may have one or more legal representatives. The Articles of Incorporation of the company determine the number, seniority, rights and obligations of the company’s legal representatives.

4.5 To establish a joint stock company, how much capital is required according to regulations?

Currently, the Enterprise Law does not have any regulations related to capital at the time of establishment. However, if the registered business line is part of a conditional business line requiring capital limits, the company must ensure that full capital contribution is made within 90 days from the date of issuance. establishment resolution. At the same time, a joint stock company must receive capital contributions from at least three shareholders.

Above are details of the latest documents to establish a joint stock company that have been updated by VIET MY LAW AND ACCOUNTING according to legal regulations. Companies should prepare well-documented documents and verify their accuracy before submitting. We hope the information we provide will help you do it quickly and accurately.

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Nguyen Thanh Phuc

Mr. Nguyen Thanh Phuc has more than 15 years of experience in business administration, consulting, legal support, tax and strategic consulting. Mr. Nguyen Thanh Phuc is a leading expert in the field of Law and Accounting in Vietnam, founder of the Viet My Law and Accounting brand, which has successfully franchised more than 30 branches nationwide. Viet My is the only Vietnamese brand reputable enough to franchise and succeed in the fields of Law and Accounting.