Changing the content of registration of a representative office of a limited liability company

Changing the content of registration of a representative office of a limited liability company helps businesses promptly update information with the business registration agency, ensuring the legality of representative office operations. Implementing correct procedures also helps businesses avoid legal risks and creates favorable conditions for expanding and developing markets, increasing management efficiency and building reputation in the eyes of partners.

Cases of changing the content of registration of a representative office of a limited liability company

A representative office of a one-member limited liability company must carry out procedures to change registration content when changes arise, including:

• Change representative office name (name written in Vietnamese, name written in foreign language, abbreviated name);
• Change the address of the representative office (representative office address, phone number, fax, email, website);
• Changing tax codes for representative offices established before January 1, 2015 but not yet granted dependent unit codes according to Clause 8, Article 8 of Decree 01/2021/ND-CP of the Government issued on January 4, 2021;
• Change the head of the representative office;
• Change information of the head of representative office (update date of birth, type of ID card/citizen identification card/passport, update permanent address and contact address);
• Update the host enterprise due to conversion of business type (from joint stock company to limited liability company and vice versa, private enterprise converted to limited liability company or joint stock company, partnership company).

Changing the content of registration of a representative office of a limited liability company is a mandatory procedure according to the provisions of Clause 4, Article 45 of the Law on Enterprises 2020. Therefore, when there are above changes in the content of representative office registration, the enterprise must carry out the change registration procedure.

>>>See more: Establishment of representative offices of foreign companies in Vietnam.

Procedures for changing the content of registration of a representative office of a limited liability company

Below, we will provide you with detailed information about the registration process of changing the content of registration of a representative office of a limited liability company from preparing documents to the next steps to be taken.

Documents need to be prepared

According to the provisions of Article 62 of Decree 01/2021/ND-CP of the Government issued on January 4, 2021, the registration dossier to change the content of registration of operation of a representative office of a limited liability company includes:

• Notice of change in representative office operation registration content (Form Appendix II-9 issued with Circular 01/2021/TT-BKHDT of the Ministry of Planning and Investment issued on March 16, 2021);
• Request for supplementation and update of operation registration information for representative offices (Form Appendix II-15 issued with Circular 01/2021/TT-BKHDT of the Ministry of Planning and Investment issued on March 16, 2021) for companies operating under Investment Licenses, Investment Certificates or documents of equivalent legal value that have not supplemented or updated business registration information;
• Copies of personal legal documents for the head of the representative office in case of changing the head of the representative office;
• Authorization document of the person submitting the application and receiving results if not the legal representative;
• Valid copy of one of the personal identification documents of the person authorized to carry out the procedure (if any): CCCD for Vietnamese citizens and foreign passport, a valid document to replace a valid foreign passport for foreigners.

Note: In case of changing the representative office address to a different province or city where the office is registered, the one-member limited liability company must submit documents to the Business Registration Office where the representative office moves to according to the provisions of Clause 3, Article 62 of Decree 01/2021/ND-CP of the Government issued on January 4, 2021.

Procedure

The process of changing the content of registration of a representative office of a limited liability company is carried out according to the following steps:

Step 1: Prepare change registration documents

One Member Limited Liability Company prepares all documents according to regulations. In particular, it is necessary to pay attention to the use of forms Appendix II-9 and Appendix II-15 according to Circular 01/2021/TT-BKHDT. In the form Appendix II-9, the enterprise must clearly state the content of the change and information before and after the change.

Step 2: Submit change registration application

Businesses can choose one of three application submission methods:

• Submit directly to the One-Stop Department of the Business Registration Office under the Department of Planning and Investment of the province/city where the representative office is located;
• Submit your application online via the National Business Registration Portal (https://dangkykinhdoanh.gov.vn);
• Submit via postal service.

Step 3: Receive receipt and pay fees and charges

After submitting the application, the enterprise will be issued a receipt and must pay fees as prescribed in Circular No. 47/2019/TT-BTC dated August 5, 2019 of the Ministry of Finance.

Step 4: Get results

The Business Registration Office will review the validity of the dossier and issue a Representative Office Operation Registration Certificate with the changed content as prescribed in Clause 2, Article 62 of Decree 01/2021/ND-CP.

Above is the entire process that you need to follow when changing the registration content of a representative office of a one-member limited liability company. Strictly following the above process will help you maximize your time and costs.

>>>See more: Temporarily suspending the operation of the representative office of the LLC.

Processing time limit and fees and charges for changing the company representative office registration content

How long does it take to process this procedure? And how much are the fees and charges for changing the registration content?

Resolution deadline

According to the provisions of Clause 2, Article 62 of Decree 01/2021/ND-CP, the time limit for processing registration dossiers to change the content of registration of operation of representative offices of one-member limited liability companies is 03 working days from the date of receipt of valid dossiers. During this period, the Business Registration Office is responsible for:

• Check the validity of documents;
• Update changed information to the National Information System on Business Registration;
• Issue a new representative office operation registration certificate or a confirmation of change in representative office operation registration content.

In case the dossier is not valid, the Business Registration Office will clearly notify the content that needs to be amended or supplemented in writing or via the National Business Registration Portal within 03 working days from the date of receipt of the dossier.

Thus, the time limit for processing a registration application to change the content of registration or operation of a representative office of a limited liability company is 03 working days from the date of receipt of a valid application.

Fees and charges

According to the provisions of the business registration fee schedule issued with Circular No. 47/2019/TT-BTC dated August 5, 2019 of the Ministry of Finance, the business registration fee applicable to changing the content of registration of a representative office of a limited liability company will be 50,000 VND/time.

>>>See more: How long is the business suspension period?

Consulting services on procedures for changing the content of company representative office registration at Long Phan Consulting Company

Long Phan Consulting Company provides comprehensive consulting services on procedures for changing the registration content of representative offices of limited liability companies with many years of experience and high expertise in the field of corporate law. We clearly understand that compliance with legal regulations is an important factor to ensure smooth business operations. Long Phan Consulting Company’s services include:

• Consulting on cases where it is necessary to change the content of representative office registration;
• Support in drafting and completing documents according to the prescribed form;
• Authorized representative of the enterprise carries out procedures at a competent state agency;
• Monitor application processing progress and update information for businesses;
• Support in completing documents in case the business registration agency requests additions or modifications;
• Consulting on related administrative procedures after changing the content of representative office registration (if any).

Long Phan Consulting Company is committed to providing quality services, ensuring documents are processed quickly and accurately, helping businesses save time and costs.

Some frequently asked questions about changing the content of registration of a representative office of a limited liability company

We would like to provide you with some common questions related to changing the content of registration of a representative office of a limited liability company.  Please refer!

Are there any circumstances where the 3 business day processing time for a registration change could be longer?

3 business days is a standard guideline. However, processing times may be extended in cases of incomplete or inaccurate records, large volumes of records, or specific complications related to the requested changes.

Besides the official registration fee, what other costs may arise during the change process?

Other potential costs include notary fees for authenticating copies of documents, translation fees if any documents are in a foreign language, and service fees if the company hires a law firm or consulting to assist with the process.

After successfully registering the change, are there any notifications or documents that need to be submitted to the authorities?

Once the changes are registered, the parent company may need to notify relevant business partners, update internal records and ensure the representative office’s seal and letterhead reflect the updated information. There may also be specific reporting requirements to tax authorities depending on the nature of the changes.

What exact format is required for a power of attorney if someone other than the legal representative is submitting the application?

The Power of Attorney (Authorization Document) must clearly state the full name and full identification information of both the principal (legal representative of the parent company) and the authorized person, the specific tasks authorized (for example, submitting and receiving documents) and must be signed and stamped by the parent company.

What constitutes a “valid copy” of the identification documents of the person authorized to submit the application?

“Valid copy” generally means a photocopy that has been certified as true and accurate by a notary public or identification agency. Make sure the copy is clear and all information is easy to read.

If the parent company undergoes a change in business structure (for example, from a limited liability company to a joint stock company), what specific documents are needed to update the representative office’s registration?

In case there is a change in the parent company’s business structure, you will need to submit documents proving that change, such as the parent company’s new business registration certificate, along with standard documents to update representative office information, as stated in the article.

Is it mandatory to update the registration of a representative office if the parent company changes its legal representative?

Yes, if the legal representative of the parent company changes, this information needs to be updated in the representative office’s registration details as this is an important aspect of the parent company’s information associated with the representative office.

Above are some questions surrounding changing the content of registration of a representative office of a limited liability company. We hope that the above answers have partly answered your questions about this issue and helped you feel more confident when performing this procedure. Thank you!

Conclude

Changing the content of registration of a representative office of a limited liability company is an important procedure when there are changes in the name, address, head or information of the managing enterprise. Long Phan Consulting Company provides comprehensive services, supporting businesses to carry out procedures quickly, accurately and effectively. If you need detailed support, please contact us immediately via the hotline 1900 636389 for specific advice and timely support.