Setup a limited liability company in Viet Nam
Setup a limited liability company in Viet Nam: A limited liability company is the most common form of enterprises in Vietnam. According to Vietnamese laws, there are two types of limited liability companies namely one-member limited liability company, and limited liability company with two (02) members or more.
A. Limited Liability Company with two members or more
Liability of the members who contributed or undertook to contribute the capital for debts and other financial obligations incurred by the company is limited to the amount of contributed capital or the amount of capital undertaken to be contributed into the company;
The company may have two (02) but no more than fifty (50) members who can be either organizations or individuals;
A limited liability company secures its legal status as of the issuance of the Business Registration Certificate;
A limited liability company is not allowed to issue shares/stocks.
- Management structure:
A limited liability company with two members or more must appoint a Members Council, Chairman of the Members Council, and Director. A limited liability company with more than 11 members must have an Inspection Board.
B. One member limited liability company:
One member limited liability company is a limited liability company owned by either one individual or one organization.
The organizational structure of a one member limited liability company owned by an individual consists of a Company Chairman and Director/General Director. The owner shall be the Company Chairman. The Company Chairman may also act as or engage another person to act as Director/General Director.
The organizational structure of a one member limited liability company owned by an organization is as follows: the organizational owner shall authorize one or more representatives to perform its rights and obligations. In case only one authorized representative is appointed, the organizational structure of the company shall consist of the Company Chairman, Director/General Director and an Inspector. Where two authorized representatives or more are appointed, the organizational structure of the company shall consist of the Members Council, Director/General Director and an Inspector.