Forming a Limited Liability Company (LLC) is a popular choice for small businesses in Vietnam. An LLC combines the benefits of a sole proprietorship and a corporation, offering limited liability to its owners (members) while allowing for a flexible management structure. So, what’s the process for registering an LLC?
To establish an LLC, you need to prepare and submit the Articles of Organization to the provincial business registration authority. The Articles of Organization is a crucial legal document that defines the company name, registered address, business purpose, member information, and other management regulations.
You must comply with the Law on Enterprises 2020 regarding the content and form of the Articles of Organization. Drafting accurate and complete Articles of Organization is vital to ensure the legal operation of the LLC.
After submitting the Articles of Organization, you need to publish the establishment of the LLC on the National Business Registration Portal. This publication informs the public about the existence of the LLC and its relevant information.
Furthermore, LLC members need to sign an Operating Agreement. This agreement outlines the rights, obligations, and responsibilities of the members, as well as the management and operation of the LLC. Although not required to be submitted to the business registration authority, the Operating Agreement is a crucial internal document to ensure smooth operation and avoid disputes among members.
Establishing an LLC can involve complex legal responsibilities. Therefore, you should consult with a lawyer or consultant for assistance during the registration process and to ensure full compliance with legal regulations. A lawyer can help you draft the Articles of Organization and the Operating Agreement accurately and in accordance with your specific business needs.
Keep in mind that certain business sectors require special licenses or permits. You need to research and obtain the necessary licenses before commencing business operations. For instance, if the LLC operates in the transportation sector, you’ll need to obtain a transportation business license.
Some business activities require a permit or license from either state or local government or both. For assistance in determining whether your business requires any New York State permits or licenses, contact New York Business Express. Contact the county clerk and the clerk of the city, town or village where the business will operate with questions concerning local permits or licenses. Other agencies with helpful information include the New York State Department of Labor and the New York State Workers’ Compensation Board.
LLCs also need to register for a tax code with the tax authorities. You need to understand the types of taxes that LLCs are subject to, including corporate income tax, value-added tax, and other taxes. Compliance with tax regulations is crucial to avoid legal and financial problems for the LLC. The tax authorities can provide information on the tax obligations of LLCs and assist you in registering for a tax code.
