Decree 01/2021/ND-CP on enterprise registration takes effect from January 4, 2021 and replaces Decree 78/2015/ND-CP, Decree 108/2018/ND-CP. Here are some new points and notes for businesses according to Decree 01/2021/ND-CP:

1. According to Clause 1, Article 8 of Decree 01/2021, the business number and the code of the enterprise’s social insurance unit

Decree 78/2015 did not mention this issue.

2. Cases of business registration according to the reserve process

According to the provisions of Clause 1, Article 13 of Decree 01/2021 shall be granted a business registration according to the provision process that the enterprise registration does not implement through the national information system on enterprise registration.

The issuance of enterprise registration according to the backup process is applied when one or some of the following cases occur:

• National information system on business registration is in the process of construction and upgrade;
• National information system on business registration encountered technical problems;
• War, riot, natural disasters and other force majeure cases.

Decree 78/2015 did not mention this issue.

3. Removing regulations on business registration agencies in Article 14 compared to Article 13 of Decree 78/2015

Article 14 of Decree 01/2021 no longer prescribed:

“Hanoi, Ho Chi Minh City can set up one or two business registration rooms and are numbered in order. The establishment of an additional business registration office is decided by the City People’s Committee after agreeing with the Ministry of Planning and Investment. ”

4. Enterprises are refunded fees to announce the content of enterprise registration if not granted the ERC

According to Clause 3 of Decree 01/2021, the proposal to announce the content of enterprise registration and pay the announcement fee for the enterprise registration content at the time the enterprise submits the enterprise registration dossier;

In case an enterprise is not granted an enterprise registration, the enterprise will be refunded the fee to announce the content of the enterprise registration (Decree 78/2015 and Decree 108/2018 did not mention this issue).

5. New regulations on business locations of business households

Article 86 of Decree 01/2021 stipulates the business location of the business household as follows:

• The business location of a household business is the place where specific business operations are carried out.

• A household business may carry out business operations at multiple locations but must select a location as its headquarters and notify it to tax authorities and market surveillance authorities at places of other business locations.

Article 72 of Decree 78/2015 stipulates the business location of the business household as follows:

• Business households, including those doing nomadic business, must select a fixed location to register the business household. This location may be the permanent or temporary residence, the most frequent business location, or the collecting station. Business households doing mobile business are entitled to do business outside the registered location. The registered location and the actual business locations must be notified to the tax authority and market surveillance authority.

6. There is no limited time to suspend business for business households

According to clause 1, Article 76 of Decree 78/2015 stipulates that the suspension period is from 30 days and longer, the business household must send a notification to the business registration authority of the district and the supervisory tax authority. The suspension period must not exceed one year.

However, Decree 01/2021 no longer restricts “the time of business suspension must not exceed 01 year.”

7. New points in notice of shutdown of business household operations

According to clause 1, Article 92 of Decree 01/2021 when a household business shuts down, it must send a notification of shutdown of operation to the district-level business registration authority where it was registered. The notification must be accompanied by the following documents:

• The notification of invalidation of TIN by the tax authority;
• The copy of the minutes of meeting of family household members on shutdown of the household business if the household business is established by family household members;
• The original certificate of household business registration.

The old provision in Article 77 of Decree 78/2015 does not specify the documents to be submitted to the notice of shutdown of business household activities.

8. Clearly define the legal status of businesses in the national database on enterprise registration

According to Article 41 of Decree 01/2021 regulated that:

• Business suspension
• Not operate at registered address
• Revocation of enterprise registration certificate due to tax decision enforcement
• Undergoing dissolution, fully or partially divided, consolidated or merged
• Undergoing bankruptcy proceedings
• Dissolved, bankrupt or cease to exist
• Operating

Decree 78/2015 did not specify the legal status of the business.

9. Adding cases of revocation of branch registration certificates, representative offices

Clause 1 Article 77 of Decree 01/2021 regulated that:

• The application for registration of branch/representative office contains fraudulent information;
• The branch/representative office is suspended for 01 year without notifying the Business Registration Office and the tax authority;
• The certificate of branch/representative office registration is revoked according to a Court’s decision or request of a competent authority as prescribed by law.

According to the old regulations in Clause 3, Article 60 of Decree 78/2015, branches, representative offices, business locations of the enterprise are only revoked with the certificate of operation registration of branches and representative offices in the school Hop stopped operating 01 year without notifying the Business Registration Office and tax authorities.

10. More cases are not allowed to register, notify the change of enterprise registration content

Based on the provisions of Clause 1, Article 65 of Decree 01/2021, the enterprise shall not apply for/notify changes to enterprise registration information in the following cases:

• The Business Registration Office has issued a notice that the enterprise’s violation results in revocation of the enterprise registration certificate or has issued a decision to revoke the enterprise registration certificate;
• The enterprise is undergoing dissolution under a decision on enterprise dissolution;
• The application or notification is refused at the request of the Court or judgment enforcement authority or investigating authority, head or deputy head of the investigating authority or investigator as prescribed in the Code of Criminal Procedures;
• The enterprise has the “Not operate at registered address” status.

Clause 1, Article 56 of Decree 78/2015 did not stipulate that the enterprise is in the legal state “no longer operating business at the registered address”.