Reorganizing the economic organization
Reorganizing economic organization
1.Provision on reorganizing the eocomic organization According to Clause 1 Article 38 Decree 118/2015/ND-CP stiplating on Right on adjusting investment projects in case of division, separation, consolidation, merger, conversion of economic organizations as follows:
“Economic organizations formed on the basis of division, separation, consolidation, merger, conversion of economic organizations (hereinafter collectively referred to as reorganization) are inherited and continue to execute their rights and obligations of investors to investment projects which are already performed before the reorganization.”
2.Procedures of the adjustment on the investment projects after the reorganization
According to Article 38 Decree 118/2015/ND-CP, the procedures to implement the adjustment on the investment projects are as follows:
Step 1: The investor decides the reorganization and handles assets, rights and obligations related to the investment project under the provisions of laws on enterprise, laws on investment and relevant laws
Step 2: The investor submits one dossier to investment registration Agency where the investment project is implemented to adjusts the investment project. The dossier includes:
- Proposal to adjust the investment project;
- A copy of the Enterprise Registration Certificate or a document which has equivalent legal validity of the investor taking over the investment project;
- A copy of the resolution or decision of the investor on the reorganization, including contents on handling assets, rights and obligations related to the investment project.
To the investment project which is not implemented under the Investment Registration Certificate, the investor does not need to carry out such procedures.
Step 3: Within 15 days after receiving a valid dossier as stipulated in Clause 3 of this Article, the investment registration Agency adjusts and grants an Investment Registration Certificate to the investor. To the investment projects which is not implemented under the Investment Registration Certificate, the investor does not have to carry out such procedures.
To investment projects which are not implemented under the Investment Registration Certificate: the investor does not have to carry out the procedures for adjusting investor. The transfer of ownership of assets to investor taking over investment project after the reorganization shall comply with the provisions of civil law, the law on enterprises and relevant laws.
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