Hồ sơ chuyển đổi công ty cổ phần thành công ty trách nhiệm hữu hạn một thành viên – Văn Phòng Luật Sư Phan Law Vietnam

In the process of production and business activities, many enterprises want to change their organizational structure, expand their business scale, …, leading to the transformation of the company type. In the framework of the following article, would like to advise on the content “Converting the type of limited company into a joint stock company” as follows:

First, about the conversion methods:

Regarding the conversion method, enterprises can choose one of the following methods:
– Converting without mobilizing more organizations or individuals to contribute capital, not selling the contributed capital to other organizations and individuals. This case only applies to limited liability companies with 03 or more members because the conditions for establishing a joint stock company require 03 shareholders or more. It can be understood in this case that there is no change in capital or owner, but only one factor is the type of company.
– Conversion by mobilizing more organizations and individuals to contribute capital. In this case, in addition to the change of company type, there is also the change of owner; These are organizations and individuals that contribute more capital and increase charter capital.
– Conversion by selling all or a portion of the contributed capital to one or some other organizations or individuals. In this case, although there is no change to the charter capital, there is a change in the owner due to the capital transfer.
– Combine the above methods.

Second, about the conversion records and procedures:

1. The composition of the profile, including:
– Application form for registration of joint stock company (Appendix I-4, Circular No. 02/2019 / TT-BKHDT);
The converted company charter;
– Decision of the company owner or Decision and a valid copy of the meeting minutes of the Members’ Council on the company conversion;
– List of founding shareholders (Appendix I-7, Circular No. 02/2019 / TT-BKHĐT), list of shareholders being foreign investors (Appendix I-8, Circular No. 02/2019 / TT -BKHĐT) and valid copies of the papers specified in Clause 4, Article 22 and Clause 4, Article 23 of the Law on Enterprises;
– Contribution capital transfer contract or documents proving completion of the transfer or capital contribution agreement.
(Regulations in Articles 28 and 196 of the Law on Enterprises and Article 25 of Decree No. 78/2015 / ND-CP).

2. The order of execution:
The company must register to convert the company type with the Business Registrar within 10 days from the date of completion of the conversion.
Within 05 working days from the date of receipt of the transformation dossier, the enterprise registration agency shall re-issue the enterprise registration certificate.

3. Number of documents: 01 (set).
4. Time limit for settlement: Within 05 (five) working days from the date of receiving valid dossiers.
5. Fees:

+ 100,000 VND / time for the application submitted directly to the Business Registration Office (submitted at the time of submission).
+ Free of fees for online registration documents (Circular No. 130/2017 / TT-BTC).

Service of converting LLC into Joint Stock Company of
– Consult about conditions for shareholders to contribute capital and conditions of legal representatives of the company;
– Advice on share contribution ratio of founding shareholders;
– Consulting the company’s charter capital to suit its business lines;
– Advice on the time limit for capital contribution of founding shareholders in accordance with the law;
– Prepare documents and represent customers to carry out procedures for converting the type of business with state agencies.

Customers only need to provide: A valid copy of Personal Identification Document (for individual shareholders) and Business Registration Certificate (for institutional shareholders);

With a team of dynamic, enthusiastic, and experienced lawyers and consultants, will bring you the best service experience. All detailed information need advice, customers can contact directly with according to the information:
Address: 89 Tran Phu, Lien Bao, Vinh Yen, Vinh Phuc
Call – Zalo: 0979 80 1111
Hotline: 0211 388 1588
Very pleased to serve you!

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