On June 17, 2025, at its 9th session, the 15th National Assembly passed Law No. 76/2025/QH15 amending and supplementing certain articles of the Law on Enterprises 2020.
Effective from July 1, 2025.
1. Legal document of an individual
Add “ID Card, citizen ID card” to the list of legal personal identification documents and remove the Identity Card. (Amendment and supplementation of Clause 16, Article 4)
2. Addition of the definition of "beneficial owner"
Beneficial owner of an enterprise having juridical person status means an individual who has actual ownership of charter capital of or has controlling interest in that enterprise, except a direct representative of owner in a wholly state-owned enterprise or a representative for the State’s portion of capital at a joint-stock company or a multi-member limited liability company in accordance with regulations of law on management and use of state capital in enterprises. (Addition of Clause 35 after Clause 34, Article 4)
3. Addition of the Obligations of Enterprises
Collect, update and retain information on beneficial owners of the enterprise; provide such information for competent authorities to serve determination of beneficial owners of the enterprise when requested. (Addition of Clause 5a after Clause 5, Article 8)
4. Responsibilities of the Legal Representative of the Enterprise
The enterprise’s legal representative shall assume personal responsibility, as prescribed by law, for any damage caused to the enterprise as a result of his/her failure to discharge the responsibilities specified in Clause 1 of this Article. (Amendment and supplementation of Clause 2, Article 13)
5. Application dossier for registration of a partnership
The list of partners; the list of beneficial owners of the enterprise (if any). (Amendment and supplementation of Clause 3, Article 20)
6. Application dossier for registration of a joint-stock company
The list of founding shareholders; the list of shareholders that are foreign investors; the list of beneficial owners of the enterprise (if any). (Amendment and supplementation of Clause 3, Article 22)
7. Notification of changes to enterprise registration contents
The enterprise shall notify the business registration authority of any of the changes in (Amendment and supplementation of Clause 1, Article 31):
8. Transfer of capital contributions by members in a limited liability company with two or more members
Members of a limited liability company with two or more members have the right to transfer part or all of their capital contributions to the remaining members in proportion to their respective contributions in the company and under the same conditions of sale. (Amendment and addition to point a, clause 1, Article 52)
9. Cases and conditions for enterprise dissolution
The enterprise fails to maintain the adequate number of members or shareholders as prescribed in this Law for a consecutive period of 06 months without following procedures for conversion into another type of business. (Amendment and supplementation of Point c, Clause 1, Article 207)
10. Termination of operation of branches, representative offices, business locations
Shutdown of branches, representative offices and business locations of an enterprise shall be decided by the enterprise or under a decision to revoke the enterprise registration certificate/certificate of branch/representative office/business location registration issued by a competent authority. (Amendment and supplementation of Clause 1, Article 213).
Pursuant to Article 3 of Law No. 76/2025/QH15, provisions on notes for the application of the amended Law on Enterprises 2025 are stipulated as follows: