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Company Dissolution Services in Vietnam

If you choose to cease operations and close your company in Vietnam, you have to follow the necessary procedures for deregistering your company with the appropriate authorities. We are here to help you complete this process in a compliant and expedited manner.
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Benefits of Company Dissolution Services in Vietnam

expert guidance

Expert Guidance Ensures Smooth Process Flow

Experienced pros prevent errors, ensure proper dissolution steps
effortless paperwork handling

Effortless Paperwork Handling, Valuable Time Saved

Services handle paperwork, save time, ease admin burdens for businesses
guarantee legal compliance

Guarantee Legal Compliance, Worry-Free and Secure

Dissolution services ensure legal compliance for a lawful closure
minimized risks

Minimized Risks, Peace of Mind Achieved

Dissolution services provide peace, confidence, reduce post-dissolution risks

Different Forms of Company Dissolution in Vietnam

Company Dissolution in Vietnam means ending a business officially. This process follows rules from the Law on Enterprises (LOE). There are two main ways it can happen:

Voluntary Dissolution

Voluntary dissolution is when owners decide to close a company, settling debts, and dividing assets among themselves for their company’s best interest. Voluntary dissolution can occur in the following situations:

  • When the specified operating period in the company’s charter expires, and the owners choose not to extend it further.
  • When the owners decide to discontinue business operations due to the recognition of the company’s inefficiency.

Compulsory Dissolution

Compulsory dissolution is the termination of a business or company that is mandated or enforced by government authorities due to non-compliance with legal provisions or regulations. This occurs when:

  • A business violates established laws, leading to the mandatory cessation of all its business activities
  • A business fails to meet the minimum requirements for members or shareholders as stipulated by regulatory agencies and is unable to rectify the deficiency within a specified period

Requirements of Company Dissolution in Vietnam

Completion of Operation Term

When the charter-specified operational duration ends without an extension decision.

Resolutions and Decisions

Dissolution can occur through resolutions by business owners, Members’ Council (for partnerships and LLCs), or Shareholders’ Meeting (for joint-stock companies).

Insufficient Membership

If the company doesn’t meet the minimum member count for six consecutive months and doesn’t transform its enterprise type as required by the law, dissolution becomes an option.

Revocation of Enterprise Registration

If the enterprise registration certificate is revoked, dissolution follows unless the Law on Tax Administration specifies otherwise.

Note: Dissolution can only happen after settling all debts and property obligations. It’s not allowed during ongoing dispute resolutions. In case of certificate revocation, both the manager and the enterprise share debt responsibility.

Company Dissolution Procedures in Vietnam

In general, to start implementing the process of dissolving as the resolutions and decisions on dissolutions of the company, the following steps must be taken:

STEP 1

Send the notice of dissolution of the enterprise to the Business Registration Office, with relevant documentation, within 7 days from the date of adoption of the resolution or decision on dissolution.

STEP 2

Within 1 working day from the date of receipt of the Notice, the Business Registration Office will post on the Portal, and change the legal status of the enterprise to the status of “In progress of dissolution procedures” and transfer information to Tax Authorities.

Enterprises hereby must carry out the procedures for completing tax obligations to the Tax Authorities.

STEP 3

Enterprises liquidate debts in the following order:

  • Unpaid salaries, severance pay, social insurance, health insurance, unemployment insurance premiums and other benefits of employees under the collective bargaining agreement and concluded employment contracts
  • Tax debts
  • Other debts

Note: An enterprise may only be dissolved after all of its debts and liabilities are fully paid off and it is not involved in any dispute at local courts or arbitration. Therefore, this step can be done at the beginning, or, at any time, as long as its done before submitting the application for registration in Step 4.

STEP 4

Submit the application for business dissolution to the Business Registration Office, including:

  • Notice of dissolution
  • Report on liquidation of corporate assets, list of creditors and paid debts, etc.

Note: Before proceeding to Step 4, businesses must close related branches or offices at the local Business Registration Office. Simultaneously, return the seal and certificate to the police during dissolution if using their seal.

STEP 5

After receiving the Registration, they shall send information to the Tax Authorities and the tax authorities shall reply within 2 working days to confirm the fulfillment of the tax payment obligation.

In case The Business Registration Office does not receive a refusal from the Tax Authorities, they shall change the legal status of the enterprise to “Dissolved” and issue a notice of dissolution.

Company Dissolution with InCorp Vietnam

Legal Procedures of Company Dissolution

Our HCMC Company Dissolution Service handles all steps, from advice to dossier submission, ensuring a seamless and efficient dissolution for your company.

The Legal Procedures in Company Dissolution Service helps:
  • Consult your business on requirements
  • Collect your business’s information, dossiers
  • Draft application forms for all steps
  • Submit the Notice on dissolution intent to HCMC Department of Planning and Investment
  • Return of Corporate seal if granted by HCMC Public Security Department
  • Submit complete application dossier for company dissolution to HCMC Department of Planning and Investment after completion of enterprise dissolution procedure at Tax Authority

Accounting Procedures of Company Dissolution

InCorp Vietnam’s Accounting Procedures for Company Dissolution ensure a seamless process, from document review to tax reconciliation, providing a hassle-free conclusion.

The Accounting Procedures in Company Dissolution Service helps:
  • Check and review all of the accounting supporting documents
  • Close accounting books and preparing the final financial statements
  • Support the independent audit for the final auditing
  • Prepare the Letter for Taxation Confirmation to confirm the tax obligation status of the Company. Working with the Tax Authority to do the tax reconciliation
  • Prepare essential dissolution documents including liquidation notice, board minutes, company decision, and financial statements
  • Submit dissolution documentation to the Tax Authority and maintain regular communication to expedite their processes
  • Tax authorities perform tax audits, and we act as intermediaries, communicating and providing explanations to the authorities on your behalf
  • Work and communicate with the Tax authority for completion of tax obligations and lock tax code
  • Recover the stamp, ERC, and conclude the dissolution process
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Not sure where to start? Talk to a consultant.

If you are looking for a robust foundation to ensure the success of your business in the region,
don’t hesitate to get in touch with us here.

HR Procedures of Company Dissolution

HR Procedures in Company Dissolution Service from InCorp Vietnam simplifies the process by assisting with labor requirements, compensation agreements, data collection, financial calculations, and online reporting for a seamless dissolution.

The HR Procedures in Company Dissolution Service helps:
  • Consult you on labor-related requirements
  • Meet with affected employees to get their mutual agreements on compensation
  • Draft mutual agreements on termination of labor contracts between you and affected employees
  • Gather all payroll data and employee data regarding their incurred PIT with your business
  • Calculate the total amount of compensation that you need to pay to affected employees
  • Calculate the pending PIT/SI amount that you need to pay
  • Produce quarterly and annual PIT reports for online submission
  • Issue confirmation letter of income and/or e-PIT certificate

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Clients are the Focus of Our Actions

  • barber mullan incorp vietnam
    Besides being understanding, patient and kind, InCorp Vietnam was extremely efficient and practical as well and guided me every step along the way.
    George
    Barber Mullan & Associates
  • hex trust incorp vietnam
    I’ve been working with InCorp Vietnam in Vietnam for over 1 year now, and I find them to be very "user friendly" to partner with, being quite tuned into the local market, thus offering us effective options for execution through efficient means of communication. If you’re in the market for setting up your new company in Vietnam with relatively smooth passage, then consider InCorp Vietnam.
    Marty Jetton
    COO, Hex Trust
  • family import export company incorp vietnam
    It was our pleasure to deal with InCorp Vietnam. Indeed, the company with its specialised team was at the highest level of professionalism in dealing with customers and was serious in providing assistance and advice. Many thanks to InCorp Vietnam and all the team members. I wish you lasting success in the years to come.
    Amer
    CEO, Vietnam Family Import Export Company Limited
  • belive incorp vietnam
    We had a great experience entering a new market with InCorp Vietnam. Professional and always there to help! 11 thumbs up!
    Latif Sim
    Founder, BeLive Technology
  • ryker company limited incorp vietnam
    InCorp Vietnam has been a great help in the incorporation of our company in Vietnam by providing useful information and clear explanation on complicated regulatory procedures. The team went the extra mile by helping us to clarify on other matters pertaining to Vietnam, and proactively helped us to liaise with the respective internal functions on our queries and responded promptly.
    Louis Koh Kay Boon
    CEO, Ryker Company Limited

Guides & Insights
for Your Vietnam Business Journey

Company Incorporation in Vietnam

Legal Advisory Services in Vietnam: Avoid Vietnam’s Legal Complexities

challenges of doing business in vietnam

Vietnam Investment Law: What Foreign Investors Need to Know

ideal business location in vietnam

Comprehensive Immigration Guide for Foreign Investors in Vietnam

Meet Our Leaders

Jack Nguyen, CPA, CA

Chief Executive Officer
Group Head of HR and Payroll Services

Nhung Anna Le

Chief Operating Officer

Martin Tran

Business Consultant Manager

Let us simplify the process. Send us an inquiry.

If you are looking for a robust foundation to ensure the success of your business in the region,
don’t hesitate to get in touch with us here.
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