Business dissolution process

Business dissolution is the procedure for terminating a business's operations in accordance with the law. A business can only be dissolved when it ensures the full payment of all debts and financial obligations and is not currently involved in any disputes in court or arbitration. The dissolution process is currently carried out as follows: Enterprise Law 2020, amended and supplemented in 2025, and Decree 168/2025/ND-CP on business registration, updated by Decree 296/2026/ND-CP.

Flowchart of the business dissolution procedure

Step 1: Pass a resolution or decision to dissolve the organization.

The company decides to dissolve in accordance with its authority and determines the reasons for dissolution, the deadline for contract liquidation, debt payment, and the plan for handling obligations to employees.

Step 2: Announce the dissolution

Within 7 working days from the date of adoption of the resolution or decision on dissolution, the enterprise shall submit the dossier to the provincial business registration authority. Simultaneously, the resolution or decision on dissolution shall be publicly disclosed as prescribed by law.

Step 3: Liquidate assets and pay off debts.

Businesses organize the liquidation of assets, terminate or complete contracts, and settle debts and financial obligations. Liquidation is carried out directly by the business owner, the Board of Members, the company owner, or the Board of Directors, unless the company's charter stipulates the establishment of a separate liquidation organization.

Step 4: Fulfill obligations to employees and tax authorities.

Businesses must fulfill their obligations regarding wages, allowances, insurance, and other employee benefits; and fully comply with tax obligations and other related financial obligations before registering for dissolution.

Step 5: Submit the dissolution registration application.

After settling all debts, within 05 working days, the enterprise must submit the dissolution registration application to the provincial business registration authority. Before submitting the dissolution application, the enterprise must complete the procedures for terminating the operations of its branches, representative offices, and business locations.

STEP 2: Announce the dissolution decision

Timeframe and important notes

Execution time:

The time required to complete the dissolution process depends on the tax situation, debts, assets, employees, and documentation of each business. The law stipulates several specific deadlines in the dissolution process as follows:

7 working days: From the date the resolution or decision to dissolve is passed, the enterprise submits the dissolution notification dossier to the provincial business registration authority.
05 working days: From the date all debts are settled, the business submits the dissolution registration documents to the provincial business registration authority.
2 working days: Upon receiving information about a business registering for dissolution, the Tax Authority sends its opinion on the fulfillment of tax obligations to the Business Registration Authority.
05 working days: From the date of receiving the dissolution registration application, the Business Registration Authority updates the legal status of the enterprise to "dissolved" if the conditions stipulated in the regulations are met.
180 days: This is not the minimum dissolution period. This is the legal processing point in cases where a business fails to file for dissolution and no valid objections are submitted as required by regulations.

Important note:

To ensure the dissolution process is carried out correctly and to minimize complications, businesses need to pay special attention to issues related to financial obligations, employees, taxes, and the legal status of the business.

Full payment of obligations: Businesses must ensure that all debts and other financial obligations are paid before completing the dissolution process.
Obligations to employees: Wages, allowances, insurance, and other benefits for employees must be settled in accordance with regulations.
Tax obligations: Businesses need to fulfill their tax obligations and cooperate with the Tax Authority in the process of verifying their tax compliance status.
Branches and subsidiaries: Businesses must complete the procedures for terminating the operations of their branches, representative offices, and business locations before registering for business dissolution.
Dispute: A business cannot be dissolved while it is in the process of resolving a dispute in court or arbitration.
Responsibilities of the representative: The legal representative and authorized persons are responsible for the truthfulness and accuracy of the records and for fulfilling all obligations during the dissolution process.

Comprehensive business dissolution services at MAN - Master Accountant Network

MAN provides comprehensive business dissolution services, assisting businesses with all necessary paperwork, taxes, and business registration procedures in accordance with regulations. Our team of experts will guide you from the initial assessment of your business's status to the completion of the dissolution process.

Providing advice on the appropriate dissolution conditions and procedures based on the company's status.
Providing advice, preparing, and completing dissolution documents in accordance with regulations.
Assisting in reviewing and resolving issues related to taxes, debts, and related obligations.
Assisting with procedures with the tax authorities and the Business Registration Agency.
Monitor progress and assist in completing dissolution procedures.

Meet the expert Get a free quote

Business dissolution process