Business Suspension: An Alternative to Closing a Company in Vietnam

Instead of closing a company or dissolving a company in Vietnam, there is an alternative to consider: suspending a business. A business suspension means a company decides to temporarily delay or terminate its business operation without closing their company in Vietnam.

The process of a business suspension is less complicated than a company dissolution and the total allowed duration for a business suspension is two years.

Process of Business Suspension in Vietnam

The procedure of business suspension in Vietnam is free and below are the critical steps to undertake for business suspension under the country’s latest law:

1. At least 15 working days before the business suspension, the company shall submit a notification along with the required documents to Vietnam’s business registration office and tax office. The notification must have the following details:

• Business name and address
• Tax identification number or TIN
• Business suspension period with the start date and end date
• Suspension reason

2. Once the authorities receive the submission, the business registration office will process the application within 3 working days.

3. If the submission is approved, the company will obtain written certification of the suspension from the authority. If the submission is rejected, the company needs to make an amendment to the submitted documents or supplement additional documents.

Documents to Prepare for Suspending a Business in Vietnam

Submission for suspending a business in Vietnam requires business owners to prepare the following documents:

• Business suspension notification
• The decision and legal copy of the Board of members’ meeting minutes for multi-member limited liability companies
• The decision and legal copy of the company owner’s meeting minutes single-member limited liability companies
• The decision and legal copy of the Board of Directors’ meeting minutes for multi joint-stock companies
• The decision and legal copy of the general partners’ meeting minutes for partnerships

Obligations to Fulfill during a Suspension

There is more to do once your business suspension application is approved. During the suspension, you will have to fulfill certain obligations to ensure compliance:

• If there is no tax incurred during the suspension, there is no need for a tax declaration; however, the taxpayer’s business is suspended less than a tax year, they have to make the annual tax declaration.
• The company still has to pay its outstanding tax and debts. They can also enter into contracts with customers and employers
• The business suspension period shall not exceed one year. Companies must send another notification to the business registration office and tax office. If no notification is made, the company’s business registration certificate will be revoked
• The maximum total duration of continuous suspension is two years
• Once companies complete their two-year suspension, they must either resume their operations or go into dissolution
• If companies resume operations before the end date of the suspension, they must also send a notification to the business registration office and tax authority 15 business days before their operations

How Cekindo can Assist with Suspending a Business or Closing a Company in Vietnam

Cekindo provides business suspension services in Vietnam for all legal entities – local limited liability companies, foreign limited liability companies, joint-stock companies, representative offices, branches, and others – in any sector.

We also assist in preparing a power of attorney, audit report, the Board resolution, liquidator’s statement, and all other compulsory documents needed for suspending a business in Vietnam.

The business suspension process involves various steps that will require you to have close monitoring before you proceed with the final decision. If you find it challenging to go through the entire process and the involvement with several authorities, please contact our experts at Cekindo.

If you prefer to dissolve your company, we also provide company closing and liquidation services in Vietnam.

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