Real-estate trading means capital investment in building, purchasing, and receiving real estate for sale, for transfer, for lease, for sublease, or for lease purchase; provision of real estate brokerage services; real estate trading floor services; real estate counseling services or real estate management for profit purposes. This is a business activity that attracts many domestic and foreign investors. However, foreign investors wishing to contribute capital to real estate companies should aware of the legal procedures which needs to be done before making capital contribution. The following article will details the legal procedures mentioned above for foreign investor to contribute capital to real-estate company.
In cases where the foreign investor owns equal or more than 51% of company’s charter capital, the investor must carry out procedures for capital contribution registration.
After receiving the permit, foreigners shall contribute capital to the real-estate trading company. The company receiving the capital contribution will carry out procedures for changing its members/shareholders in accordance with the law. But if foreign investors wish to contribute capital to establish a foreign-invested the real-estate trading company, the implementation process will be: Apply for issuance of decisions on investment policies (by the National Assembly, the Prime Minister or the People’s Committee of provinces depending on the scale and other features of the investment project) Establish foreign-owned advertisement company in Vietnam. These procedures will take more time than contributing capital to an operating company.
All procedures related to foreign investors to contribute capital to Vietnam’s real-estate trading company companies, please contact the Viet An Law Firm for more details.
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When operating a business, loss and failure are unavoidable risks in several situations. Because of that, many investors choose to transfer the capital contribution to other person, terminating their rights and obligations related to an enterprise. The following article will provide information on the conditions and procedures for foreign investors in limited liability companies (Ltd) to transfer their stakes to other person.
In a single-member limited liability company, foreign investor is the owner of the company. Under Law on Enterprise 2014, the owner may decide to transfer a part or whole of the company’s charter capital to other individuals or organizations.
The transfer of capital must be made in writing (Capital transfer contract) or be accompanied with documents evidencing the transfer. The content of capital transfer contract must be clearly (including the information of the transferor and the transferee, amount of money, time, rights and other obligations …). If foreign investors transfer capital to a Vietnamese invididual or an enterprise, the transferees may immediately carry out procedures for changing the owner of the company.
Documents for the procedures of changing ownership include:
The above documents will be submited to the Service of Planning and Investment of the province where the headquarter of the business organization is situated.
In case the transferee is a foreign individual or an organization, they have to carry out the procedure to register for purchase of capital contribution.
An application for registration of purchase of capital contribution:
Procedures for registration of purchase of capital contributions:
After having permit from the Service of Planning and Investment, foreign transferee shall carry out procedure to change ownership mentioned above.
The owner transfers part of the capital resulting in the fact that the company has many members who contribute to charter capital. Therefore, it is necessary to carry out the formility to convert the type of the company to a multi-member limited liability company or joint stock company (depends on legal regulations and the demand of members). If the transferees who is foreigners owning more than 51% of charter capital or companies operating conditional business lines, they must carry out procedures for registration of purchase of capital contributions.
Application for conversion of the type of the company includes:
Dossiers shall be submitted to the Service of Planning and Investment of the province where the headquarter of the business organization is situated.
Except for cases where the company does not repurchase stakes of foreign member, the member shall have the right to freely transfer his/her stakes, the process of transfer the capital contribution shall be as follows:
The procedures for changing members of a limited liability company shall be as follows:
Application needs preparing:
After preparing the above mentioned documents, the enterprise shall submit the dossier at the Service of Planning and Investment of the province where the headquarter of the business organization is situated.
For more information on foreign capital transfer procedures, please contact Viet An Law Firm.
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