Capital forms the lifeblood of any business entity, providing the necessary resources for operations, growth, and sustainability. Among the various types of capital, one that plays a vital role in shaping a company structure and operations is charter capital. In this article, we will delve into the concept of charter capital, its significance, and how it impacts businesses. If you need advice and support, do not hesitate you can contact Apolo Lawyers Law Firm via email contact@apolo.com.vn or hotline - 0903.419.479.
Dossier For Registration Of Change Of Charter Capital
Capital forms the lifeblood of any business entity, providing the necessary resources for operations, growth, and sustainability. Among the various types of capital, one that plays a vital role in shaping a company structure and operations is charter capital. In this article, we will delve into the concept of charter capital, its significance, and how it impacts businesses. If you need advice and support, do not hesitate you can contact Apolo Lawyers Law Firm via email contact@apolo.com.vn or hotline - 0903.419.479.
1. In case of registration of change of charter capital of the enterprise
Cases of change in the charter capital of an enterprise include:
- Case 1: A limited liability company, a joint stock company, a partnership company registers to change its charter capital, the company sends an application for change of business registration contents to the Business Registration Office where the company head office is located;
- Case 2: The company registers to change the contributed capital, the proportion of contributed capital of a member of a limited liability company with two or more members, of a general partner of a partnership, the company sends a dossier register changes to business registration contents to the Business Registration Office where the company head office is located.
- Case 3: The General Meeting of Shareholders approves the offering of shares to increase the charter capital, and at the same time assigns the Board of Directors to carry out the procedures for registration to increase charter capital after the end of each share sale. enclosed with the Notice specified at Point a, Clause 1, Article 51 of Decree No. 01/2021/ND-CP
Dossier For Registration Of Change Of Charter Capital
2. Dossier for registration of change of enterprise charter capital
Article 51 of Decree No. 01/2021/ND-CP stipulates the registration of change of charter capital, contributed capital and proportion of contributed capital as follows:
2.2. Case 1
In case a limited liability company, joint-stock company or partnership registers for a change in charter capital, the company shall send an application for registration of changes in business registration contents to the Business Registration Office where the company is located. headquarters. The application includes the following documents:
- Notice of change of business registration information signed by the legal representative of the enterprise;
- Resolutions and decisions of the company owner, for one-member limited liability companies; resolutions, decisions and meeting minutes of the Members Council, for limited liability companies with two or more members, partnerships, of the General Meeting of Shareholders, for joint-stock companies, on the exchange of capital regulations;
- The investment registration agency document approving the capital contribution, share purchase or purchase of contributed capital of foreign investors or foreign-invested economic organizations, in case the following procedures must be followed: continue to register for capital contribution, purchase of shares, purchase of contributed capital in accordance with the Law on Investment.
2.2. Case 2
In case the company registers to change the contributed capital, the percentage of contributed capital of a member of a limited liability company with two or more members, of a general partner of a partnership, the company shall send a registration dossier on behalf of the company. change the business registration contents to the Business Registration Office where the company head office is located. The application includes the following documents:
- Notice of change of business registration information signed by the legal representative of the enterprise;
- List of members of limited liability companies with two or more members; list of members of a partnership, which does not include declarations of capital contributors.
- The lists must include signatures of members whose capital contribution is changed, signatures of members with unchanged capital contribution are not required;
- The transfer contract or documents proving the completion of the transfer in case of transferring the contributed capital; Contract of donation in case of donation of contributed capital;
- The investment registration agency document approving the capital contribution, share purchase or purchase of contributed capital of foreign investors or foreign-invested economic organizations, in case the following procedures must be followed: continue to register for capital contribution, purchase of shares, purchase of contributed capital in accordance with the Law on Investment .
2.3. Case 3
In case the General Meeting of Shareholders approves the offering of shares to increase charter capital, and at the same time assigns the Board of Directors to carry out the procedures for registration of an increase in charter capital after the end of each share sale, enclosed with the Circular No. In the report specified at Point a, Clause 1, Article 51 of Decree No. 01/2021/ND-CP , an application for registration of an increase in charter capital must contain the following documents:
- Resolution and copy of the minutes of the General Meeting of Shareholders on the offering of shares to increase charter capital, specifying the number of shares to be offered and assigning the Board of Directors to carry out procedures for registration of capital increase. the charter after the end of each share sale;
- Resolution, decision and copy of the minutes of the meeting of the Board of Directors of the joint-stock company on the registration to increase the charter capital of the company after the end of each share sale.
3. Compulsory regulations when reducing charter capital of enterprises
In case of reduction of charter capital, the enterprise must commit to ensure full payment of debts and other property obligations after the capital reduction.
In case a limited liability company with two or more members reduces its charter capital as prescribed at Points a and b, Clause 3, Article 68 of the Law on Enterprises , the application file for registration of charter capital reduction must be enclosed with a recent financial statement. at the time of decision to reduce charter capital.
Note: After receiving the business registration application, the Business Registration Office will give the receipt, check the validity of the application and issue the Certificate of Business Registration to the enterprise.
Charter capital, also known as authorized capital or registered capital, refers to the maximum amount of capital that a company is allowed to issue and sell to its shareholders. It is defined in a company founding documents, such as its articles of incorporation or memorandum of association, and represents the upper limit of the company financial capability. If you need advice and support, do not hesitate you can contact Apolo Lawyers Law Firm via email contact@apolo.com.vn or hotline - 0903.419.479.
Dossier For Registration Of Change Of Charter Capital
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