On April 18, 2017, the Minister of Planning and Investment promulgated the Circular on guiding the mechanism for cooperation in processing of applications for investment registration and enterprise registration submitted by foreign investors.
This Circular is applied to the following entities:
1. Foreign investors, foreign-invested business entities (hereinafter referred to as “foreign investors”) defined in the Law on Investment that apply for investment registration, enterprise registration, contribute capital, purchase shares or stakes in accordance with regulations of Vietnam law;
2. Investment registration authorities;
3. Business registration authorities;
4. Other organizations, individuals related to investment registration and enterprise registration.
The investor that applies for investment registration and enterprise registration is entitled to decide whether to apply the cooperation mechanism stipulated in this Circular or follow the separate procedures specified in Law on Investment, Law on Enterprises and other guiding documents.
The investor shall prepare the application and be legally responsible for the legality, truthfulness and accuracy of the information declared in the application for investment registration and enterprise registration. The number of sets of application for investment registration and enterprise registration is specified in regulations of law on investment and enterprises.
Investment registration authorities and Business registration authorities shall cooperate, exchange information and only request the investor to submit one copy of the following documents if it is required in both the application for investment registration and the application for enterprise registration:
a) The passport or personal identification papers with the same value as a passport if the investor is an individual;
b) The Decision on establishment or the Enterprise Registration Certificate or papers with the same value as these documents if the investor is an organization;
c) The document authorizing another entity to follow procedures for investment registration and/or enterprise registration.
In such case, the investment registration authority shall keep the copy submitted by the investor and send the copy of the aforesaid paper to the business registration authority. The copy provided by the Investment registration authority is deemed to be the valid one as prescribed in Clause 10 Article 3 of the Decree No. 78/2015/ND-CP.
Investment registration authorities and Business registration authorities shall be responsible for integrity of the documents in the process of document transfer and cooperating in the confirmation of document transfer when applying the cooperation mechanism.
Investment registration authorities and Business registration authorities shall ex officio consider the validity of application, process the application for investment registration and the application for enterprise registration; cooperate, share information and be responsible for the scope of functions and tasks of each agency. The investment registration authority shall specify necessary addition or revision of documents every time such an application is submitted.
The uniqueness and clearness of the enterprise’s name shall be verified at the time the Business registration authority notifies the Investment registration authority of the valid application for enterprise registration.
The time limit for issuance of the Enterprise Registration Certificate, the written confirmation of changes in enterprise registration contents under the provisions of Clause 1 Article 28 of Decree No. 78/2015/ND-CP shall begin at the time the business registration authority receives information on the Investment Registration Certificate, document of the Department of Planning and Investment on approving the capital contribution or purchase of shares or stakes of the foreign investor.
The Application-receiving division shall check the validity of the application for investment registration as prescribed in the Law on Investment and Decree No. 118/2015/ND-C and validity of the application for establishment of enterprise as stipulated in Clause 2 Article 27 of Decree No. 78/2015/ND-CP. In such case, the application for establishment of an enterprise does not include the valid copy of the Investment Registration Certificate.
If the application for investment registration and the application for establishment of enterprise are valid, the Application-receiving division shall receive and add them to the Common information processing system, send the applicant a note of receipt and digitize the applications into the Common information processing system.
Within 02 working days from the day on which the information about the Investment Registration Certificate is received through the Common information processing system, the Business registration authority shall process the application for enterprise registration through National Enterprise Registration Information System and send the information to the Tax Registration Information System to create the enterprise identification number and issue the Enterprise Registration Certificate. On the same working day as the day on which the Enterprise Registration Certificate is issued, the Business registration authority shall transfer the Enterprise Registration Certificate to the Application-receiving division.
Within 01 working day from the day on which the Enterprise Registration Certificate is received, the Application-receiving division shall deliver the Enterprise Registration Certificate and Investment Registration Certificate to the investor. The investor may receive the Investment Registration Certificate in advance if necessary.
This Circular comes into force from June 15, 2017.