Change the company address require a seal change or not

During business operations, due to business needs, many clients have to demand to change the company address. This is the right of businesses and is allowed by law. Many company owners consider whether change the company address require a seal change or not. In the following article, Viet An Law will work with clients to solve this problem.

What is the company seal?

The seal is the legal representative of that organization, valid to confirm legal rights and obligations recognized by law with the following characteristics:

Whether change the company address require a seal change or not?

Pursuant to the Enterprise Law 2020, the company has the right to decide on its seal. The company has the right to decide on the type of seal, quantity, form, and content of the seal of the company, branches, representative offices, and other units of the company.

However, because the headquarters address is often shown on the physical seal, to avoid confusion for clients, the company should change the seal when changing the headquarters address. In addition, the content that is often changed with the model includes:

• Change company name;
• Change the type of company;
• Consolidate company tax code;
• Change form and content;
• Lost seals or seals that are blurred, damaged, or worn out and cannot be used again;

Note the seal regulations according to the new Law

From January 1, 2021, when the Enterprise Law 2020 takes effect, businesses do not need to notify the seal sample to the authorities according to Article 43 of the Enterprise Law 2020.

• However, it should be noted that for businesses established before July 1, 2015, after publishing the new seal model, enterprises must return the old seal and seal sample registration certificate to the police agency where the seal sample was previously registered and receive a seal return receipt from the police agency.
• In case an enterprise established before July 1, 2015, loses its seal and seal registration certificate It is necessary to notify the seal sample according to normal procedures, but at the same time, it is necessary to notify the Police agency that has issued the Seal Sample Registration Certificate about the loss of the seal or the loss of the Seal Sample Registration Certificate.
• For businesses established after July 1, 2015, and before January 1, 2021, the old seal can be kept or destroyed after having a new seal.

Note the procedure when changing the company headquarters address

Detailed content is as follows:

Working procedures at the tax authority when changing the Enterprise Registration Certificate

• Enterprises need to send a document to the tax authority directly managing them to notify them of the relocation of their headquarters;
• Need to cancel invoice if registered for use;
• Must prepare a tax settlement and must pay all outstanding taxes;
• Get confirmation of completion of procedures for transferring code from the province or city, then register to pay tax at the Tax Department where the business moves its headquarters;

Procedures for changing the Enterprise Registration Certificate at the business registration agency under the Department of Planning and Investment of the Province/City where the new address is located

According to Article 47 and Article 63 of Decree 01/2021/ND-CP, documents and procedures for replacing the Enterprise Registration Certificate are as follows:

• Prepare documents to change company address according to regulations;
• Apply at the business registration office and receive a receipt; receive results of changing company address within 03 working days.

Issues of management and retention of company seals

According to the provisions of the Enterprise Law 2020, the management and storage of seals is carried out by the provisions of the company charter or internal regulations issued by the company. Therefore, the company has the right to decide on its own to choose the entity to manage the company’s seal according to the provisions of the company’s Charter.

What does a dossier for changing the company headquarters address include?

Pursuant to Article 47 of Decree 01/2021/ND-CP, the dossier includes:

• Notice of change in business registration content signed by the legal representative of the business;
• Resolutions and decisions of the company owner for a one-member limited liability company; Resolutions, decisions, and copies of meeting minutes of the Board of Members for multiple-member limited liability companies, partnerships, of the General Meeting of Shareholders for joint stock companies on the transfer of the enterprise’s head office address.

Frequently Asked Questions

Is the application for a change of company headquarters address submitted with the company seal?

According to Article 47 of Decree 01/2021/ND-CP, documents to change the company headquarters address do not have to be accompanied by a company seal.

Does the company have to register and notify the use of seal samples to the authorities?

According to Articles 3 and 4 of Decree No. 01/2021/ND-CP on company registration, the company does not have to register or notify the use, change, or cancel a seal sample or apply for a seal sample registration certificate.

Do I need a stamp form to register a bank account?

As analyzed above, companies established from January 1, 2021, will not have to register or notify seal samples to competent authorities. Seal sample requirements when registering a bank account depend on each bank’s requirements. In this case, when there is a change of headquarters, the company has two solutions when registering a company account at the bank as follows:

• Method 1: Require the officer to contact the legal department to update information by sending;
• Method 2: The company drafts a document confirming the seal sample and sends it to the bank.

In what cases must the seal sample still be published?

According to Article 10 of Decree No. 99/2016/ND-CP, foreign organizations without diplomatic functions can bring seals from foreign countries into Vietnam for use. Before using a seal, you must register the seal sample at the seal sample registration agency.

Must the seal sample be registered with a state agency?

According to Article 1 of Decree 99/2016/ND-CP seals of state agencies, people’s armed units, agencies under the organizational system of the Communist Party of Vietnam, Vietnam Fatherland Front, socio-political organizations, economic organizations, associations, social funds, charity funds, non-governmental organizations, foreign organizations operating in Vietnam, other organizations established and operating according to the provisions of law and state titles are required to register seal samples before use.

Company establishment services of Viet An Law

• Specific and detailed advice on company registration procedures according to current legal regulations;
• Consulting on procedures for changing company headquarters address, procedures for registering business changes;
• Register invoices, declare taxes, buy digital signatures, make company signs, and other post-establishment services for the company;
• Register for intellectual property protection for the company’s trademarks, inventions, and industrial designs;
• Sub-license application services related to the company’s business fields;
• Regular legal advice for the company during its operations

If you have any questions related to the issue: change the company address require a seal change or not, please contact Viet An Law for more specific and detailed advice. Best regard!