Business dissolution process
Business dissolution process
Business dissolution is a legal procedure aimed at completely terminating business operations in accordance with current regulations. This process requires strict adherence. Enterprise Law 2020 and relevant legal regulations. With extensive experience and deep expertise, MAN provides comprehensive consulting and implementation solutions., Helping businesses complete procedures quickly., in accordance with the law and minimizing legal risks.
Flowchart of the dissolution procedure
Issuing a decision and establishing a liquidation committee: A formal dissolution decision was made, and a department responsible for liquidating assets and records was established.
Notice of dissolution decision: Send notices to regulatory authorities, creditors, and interested parties within the prescribed timeframe.
Handling personnel and financial obligations: Making payments for debts, fulfilling tax obligations, and settling employee benefits.
Tax settlement and closure: Complete the tax settlement procedures with the supervising tax authority to officially close the business's tax identification number.
Submitting documents to the business registration authority: Prepare and submit a complete dissolution application to the business registration authority to remove the company's name from the system.
Complete post-dissolution procedures: Destroy the company seal and submit a notification of completion of post-dissolution procedures as required.
Detailed step-by-step instructions are provided in the guiding decree.
Step 1: Issue a decision and establish a liquidation committee.
Base: Articles 207 and 208 Enterprise Law 2020.
Through a formal dissolution decision and the establishment of a department responsible for asset liquidation, the relevant documents must be clearly stated. This decision must specify the reasons for dissolution, the timeframe, the procedures for liquidating contracts, and the plan for handling the company's debts.
Step 2: Announce the dissolution decision.
Base: Article 208 Enterprise Law 2020 and Article 71 Decree 01/2021/ND-CP.
Within 7 working days of approval, the dissolution decision must be sent to the business registration authority, the tax authority, and the employees. Simultaneously, the enterprise must publicly post the decision at its head office and notify creditors and other interested parties.
Step 3: Address personnel and financial obligations
Base: Article 48 Labor Code 2019 and Article 208 Enterprise Law 2020.
Businesses prioritize debt payments in the following order: salaries, severance pay, social insurance, and other employee benefits. Tax obligations and debts to partners are then settled before proceeding to the next steps.
Step 4: Finalize the tax return and close the tax code.
Base: Article 16 Circular 105/2020/TT-BTC and Article 44 Tax Administration Law 2019.
Complete the tax settlement procedures with the relevant tax authority to confirm the fulfillment of all obligations to the state budget. After reviewing the documents, the tax authority will issue a notice terminating the validity of the business's tax identification number on the system.
Step 5: Submit the application to the business registration authority.
Base: Enterprise Law 2020 and guiding decrees.
Prepare and submit a complete dissolution application to the business registration authority to remove the company's name from the national system. The authorities will update the company's legal status after verifying the validity of the application.
STEP 2: Announce the dissolution decision
Timeframe and important notes
-
Minimum dissolution time: 180 days from the date of notification of the dissolution decision (the deadline for creditors to submit their comments).
-
Actual time: It typically lasts from 3 to 6 months, depending on the size and financial condition of the business.
-
Tax settlement period: It usually takes between one and three months, depending on the complexity of the paperwork.
-
DisputesA business cannot be dissolved if it is in the process of resolving a dispute in court or arbitration.
-
Property obligationsAll debts and financial obligations must be settled before final dissolution documents can be filed.
-
Personal responsibilityThe legal representative is personally responsible for the truthfulness and accuracy of all dissolution documents.
Tax settlement services for dissolution from MAN
- Consulting on developing a dissolution roadmap tailored to the company's situation.
- Prepare all necessary dissolution documents in accordance with the prescribed forms and regulations.
- Assisting with tax settlement and resolving issues with tax authorities.
- Representing clients in handling procedures with government agencies.
- Complete the dissolution procedures in the shortest possible time.
