Procedures for changing shareholder information as foreign investors A-Z

Procedures for changing shareholder information as foreign investors is a necessary step to ensure legality, transparency and maintain effective operation of the business. Implementing this procedure according to regulations not only helps businesses strengthen trust with partners and management agencies but also facilitates investment activities. The following article provides a detailed analysis of the process, procedures, and steps involved in changing shareholder information as foreign investors.

Regulations on changing shareholder information as foreign investors

Currently, according to the provisions of Clause 2, Article 21 of the Law on Investment 2020, foreign investors have the right to contribute capital, buy shares or purchase capital contributions in Vietnamese enterprises. Changing information about shareholders who are foreign investors must comply with the regulations in Article 60 of Decree 01/2021/ND-CP. Enterprises are responsible for notifying the Business Registration Office when there are changes.

Specifically, changing shareholder information as foreign investors applies in the following cases:

• For individuals: Change full name, nationality, passport number, contact address, number of shares and type of shares for foreign individuals;
• For foreign economic organizations: Change name, business code, head office address, number of shares and type of shares, information of authorized representative for foreign organizations.

This regulation aims to ensure transparency in investment activities of foreign investors in Vietnam. Updating foreign shareholder information helps state agencies accurately grasp the foreign investment situation, while protecting the interests of related parties during business operations.

Which agency has the authority to handle the change?

According to the provisions of Clause 1, Article 60 of the Law on Enterprises 2020, the Business Registration Office under the Department of Planning and Investment of the province/city where the enterprise is headquartered is the competent agency to handle procedures for changing information of shareholders who are foreign investors. This agency is responsible for receiving, reviewing and confirming changed information of the enterprise.

The Business Registration Office is responsible for reviewing and processing the application within 03 working days from the date of receiving the valid application. Concentrating settlement authority at one focal point helps simplify procedures and create favorable conditions for businesses.

The Business Registration Office plays an important role in checking the legality and accuracy of information change records. At the same time, this agency is also responsible for updating changed information in the National Business Registration Database to ensure consistency and transparency in state management activities for foreign-invested enterprises.

Procedures for changing shareholder information as foreign investors

Implementing procedures for changing shareholder information as foreign investors is an important factor to help businesses operate transparently and do business safely. Businesses need to master the following content to effectively carry out this procedure.

Document components need to be prepared

According to Clause 1, Article 60 of Decree 01/2021/ND-CP, the dossier for changing shareholder information as foreign investors consists of one set of documents including the following components:

• Notice of supplementing and updating business registration information;
• List of shareholders who are foreign investors;
• Authorization document for the person to carry out the procedure if that person is not the legal representative of the company.

Attached to the application is a valid copy of one of the legal documents of the individual performing the procedure: Citizen ID, ID card or valid Passport. For shareholders who are foreign individuals, it is necessary to update changed information about full name, nationality, passport number, contact address, number of shares and type of shares.

In case the shareholder is a foreign organization, the dossier must clearly state the changes in name, business code, head office address, number of shares and type of shares, and information of the organization’s authorized representative. Preparing complete documents according to regulations will help the process of changing information take place quickly and smoothly.

Execution order

The process of changing shareholder information as foreign investors is carried out in three main steps, following the regulations in Clause 1, Article 60 of Decree 01/2021/ND-CP.

Implementation steps include:

Step 1: Prepare documents and submit them

In the first step, the enterprise submits 01 applications to the Business Registration Office under the Department of Planning and Investment of the province where the enterprise is headquartered.

The form of application submission is prescribed as follows:

• Submit directly at the One-Stop Department of the Business Registration Office;
• Sent via public postal service;
• Submit your application online on the National Business Registration Portal.

Step 2: Appraisal of documents

After receiving the application, the Business Registration Office will review the validity and resolve within 03 working days. If the application meets the requirements, the Business Registration Office will notify the valid application and request the business to pay a fee to receive the results. In case the dossier does not meet the requirements, the Business Registration Office will send a notice requesting amendments and supplements.

Step 3: Get results

The final step is to receive the results. Businesses can choose to receive directly at the One-Stop Department or receive via delivery service. When receiving directly, the representative needs to bring a receipt, notice of valid documents, and an authorization document with personal identification documents if the recipient is not the legal representative.

Regulations on settlement deadlines

According to the provisions of Clause 1, Article 60 of Decree 01/2021/ND-CP, the time limit for resolving procedures to change information of shareholders who are foreign investors is 03 working days. This time limit is calculated from the date the Business Registration Office receives the enterprise’s valid documents.

In case the dossier is incomplete or invalid, the Business Registration Office will notify you in writing of the contents that need to be amended or supplemented. The time the enterprise takes to amend and supplement documents is not included in the processing time limit of the business registration agency.

Consulting and support services for changing shareholder information as foreign investors at Long Phan Consulting Company

Changing information of shareholders who are foreign investors is an important factor to help businesses operate and do business effectively. Long Phan Consulting Company with a team of highly qualified experts, we provide comprehensive consulting and support services on procedures for changing shareholder information as foreign investors. Long Phan Consulting Company is committed to providing customers with optimal solutions, suitable for each specific case of the business.

Our consulting services include:

• In-depth advice on procedures for changing shareholder information as foreign investors;
• Support the review and preparation of documents in accordance with legal regulations;
• Business representatives submit applications and work with competent state agencies;
• Support in tracking the progress of processing documents and receiving results;
• Support businesses in resolving problems that arise during the process of changing information.

With profound experience in the field of consulting and supporting businesses, Long Phan Consulting Company will always accompany businesses throughout the process of implementing procedures. Customers can be completely assured about the legality and effectiveness when using our services, helping to save time, costs and resources for main business activities.

Frequently asked questions

Below are frequently asked questions about procedures for changing information for shareholders who are foreign investors.

What specific legal documents are considered valid for foreign individual shareholders?

Valid legal documents include a valid passport, or in some cases, other equivalent identification documents officially recognized in their home country and by Vietnamese authorities.

For shareholders who are foreign organizations, what constitutes a valid legal document?

Valid legal documents for a foreign organization typically include a certified copy of the Certificate of Business Registration or Certificate of Incorporation, and may include other equivalent documents demonstrating the organization’s legal status in the country of origin. These documents often need consular legalization/certification and translation into Vietnamese.

Are there any fees associated with changing shareholder information?

Yes, there will usually be a state fee associated with filing a change to business registration information. The specific amount may vary depending on the province/city.

How is the process different if a foreign investor transfers shares to another foreign investor compared to a domestic investor?

While the core process for updating shareholder information remains similar, transferring shares to domestic investors may involve additional steps related to foreign ownership and potentially require approval from other authorities depending on the business line.

What are the potential penalties for not updating shareholder information promptly?

Failure to notify the Business Registration Office of changes in shareholder information within the prescribed time limit may result in administrative penalties, such as warnings or fines.

Can applications be submitted completely online?

Yes, the article mentions the option to file online through the National Business Registration Portal. However, the specific procedures and requirements for online submission should be carefully reviewed on this portal.

Do the attached documents need to be translated and notarized/consularly certified?

Documents originating from foreign organizations or individuals often require translation into Vietnamese by a certified translator. Depending on the type of document and country of origin, they may also need to be notarized or consular legalized/certified in accordance with international treaties and Vietnamese law.

What happens after the Business Registration Office approves the changes?

Once approved, the Business Registration Office will issue a new Business Registration Certificate, which reflects updated shareholder information. Here is the official confirmation of the changes.

Is it necessary to update the company charter when shareholder information changes?

Yes, if changes in shareholders significantly change the ownership structure or other relevant provisions in the company’s charter, it is necessary to update the corresponding charter and submit it to the Business Registration Office.

Conclude

Changing shareholder information as foreign investors must be carried out in accordance with the proper procedures and processes as prescribed by current laws. Long Phan Consulting Company is committed to providing professional consulting services, ensuring procedures are carried out quickly, accurately and effectively. If customers need detailed advice on this procedure, please contact us via the hotline: 1900636389 for timely support.