BASIC NEW POINTS OF ENTERPRISE LAW FROM January 1, 2021

WELCOME CUSTOMERS

With the timely reforms and additional changes of the Enterprise Law 2020, new regulations have been amended and supplemented to eliminate inadequate restrictions and create conditions for a favorable and suitable investment environment. consistent with current practice and trends in developed countries around the world. We will highlight the newly amended points according to the new regulations of the Enterprise Law 2020.

REMOVING THE REGULATION ON NOTIFICATION OF THE ABOVE SEAL FORM
NATIONAL INFORMATION PORTAL

In the new regulations, Pursuant to Article 43. Enterprise seal According to the provisions of the Enterprise Law 2020:

• Seal includes a mark made at a seal engraving facility or a mark in the form of a digital signature according to the provisions of law on electronic transactions.
• The enterprise decides the type, quantity, form and content of the seal of the enterprise, branches, representative offices and other units of the enterprise.
• The management and storage of seals is carried out in accordance with the provisions of the company charter or regulations issued by the enterprise, branch, representative office or other unit of the enterprise with the seal. Enterprises use seals in transactions according to the provisions of law.

Compared to before according to the provisions of the Enterprise Law 2014:

• Before use, businesses are obliged to notify the seal sample to the business registration agency for public posting on the National Business Registration Portal

Thus, according to the new regulations, businesses/companies decide on their own seal, salary, form and content of the seal according to the provisions of the charter, the company does not need to make a sample notice within the company. mark on the portal as per old regulations.

TEMPORARY SUSPENSION OF BUSINESS ACTIVITIES

Pursuant to the provisions in Clause 1, Article 206 of the Law on Enterprises 2020:

• Enterprises must notify the Business Registration Authority in writing at least 03 working days before the date of suspension of business or resumption of business before the notified deadline.

>Compared to before according to the provisions of the Enterprise Law 2014:

• You must notify 15 days before the suspension and cancel the regulation, which is the maximum suspension period of 2 consecutive years

Thus, the maximum suspension period does not limit the number of consecutive years of suspension and the notice period is from 15 days to 3 working days before suspending business operations.

NAME OF BUSINESS LOCATION

Pursuant to the provisions of Clause 2, Article 40 of the Enterprise Law 2020:

• The name of the branch, representative office, and business location must include the business name accompanied by the phrase "Branch" for branches, the phrase "Representative office" for representative offices, the phrase “Place of business” for the place of business.

Compared to before according to the provisions of the Enterprise Law 2014

• Only branches and representative offices are required to have the words Branch and representative office attached.

Example: BUSINESS LOCATION ABC TRANSPORT COMPANY LIMITED - STORAGE WAREHOUSE

Thus, according to the new regulations, all dependent units such as Branches, Representative Offices, and Business Locations are required to have the phrase type of dependent unit attached and with the name of the unit. that dependent position.

PRIVATE ENTERPRISES ARE CONVERTED IN FORMATION
LIMITED - JOINT STOCK COMPANY:

Pursuant to the provisions of Article 205. Conversion of private enterprises into limited liability companies, joint stock companies, partnerships, Enterprise Law 2020:

A private enterprise can be converted into a limited liability company, joint stock company or partnership at the decision of the private enterprise owner if the following conditions are met:

• The converted enterprise must meet all the conditions prescribed in Clause 1, Article 27 of this Law.
• The owner of a private enterprise commits in writing to be personally responsible with all of his or her assets for all unpaid debts and commits to pay the debt in full when due.
• The owner of a private enterprise has a written agreement with the parties to the unliquidated contract that the converted company will receive and continue to perform those contracts.
• The owner of a private enterprise commits in writing or has a written agreement with other capital contributing members on the reception and use of existing employees of the private enterprise.

• Within 03 working days from the date of receipt of the application, the Business Registration Authority shall review and issue a Business Registration Certificate if the conditions specified in Clause 1 of this Article are met and update the status. Legal status of businesses on the National Business Registration Database.
• The converted company automatically inherits the rights and obligations of a private enterprise from the date of issuance of the Business Registration Certificate. The owner of a private business is personally responsible with all of his or her assets for all debts arising before the date the converted company is granted a Business Registration Certificate.

Compared to before, according to the provisions of the 2014 Enterprise Law,“Private enterprises can only change their form to LLCs. ”

Thus, according to the new regulations of the Enterprise Law 2020, they have been promptly removed and supplemented to create conditions for eliminating restrictions for domestic and foreign investors, while creating conditions for The domestic investment environment is increasingly developing and all investors are equal and have all rights in legal status and global socialization.

The Enterprise Law 2020 takes effect from January 1, 2021 and replaces the Enterprise Law 2014 (expired).