Tiếng ViệtFrom July 1, 2025, with the entry into force of the Law on Enterprises 2025 and Decree 168/2025/NĐ-CP, carrying out procedures for amending business registration becomes a mandatory requirement for all enterprises. Ensuring that corporate information is updated fully and accurately not only keeps the company’s records legally valid but also demonstrates transparency, professionalism, and credibility in business operations.
Conversely, failure to comply with the new regulations may expose enterprises to risks such as administrative penalties, rejected applications, or delays in publishing information on the National Business Registration Portal.
In this article, Lexconsult & Partners provides a comprehensive guide on the process, documentation, fees, and key notes to help businesses complete their 2025 business registration amendment procedures efficiently, lawfully, and promptly — in the spirit of “understanding the law for sustainable operation.”
1. Legal Basis and Role of Business Registration Amendment under the 2025 Law on Enterprises
1.1. Definition and Significance of Business Registration Amendment
A business registration amendment (also known as enterprise registration information change) refers to the process whereby an enterprise adjusts or updates one or more pieces of information previously registered with the Business Registration Authority, to accurately reflect its current operations and organizational structure.
Common changes include:
– Company name or head office address;
– Charter capital, capital contribution ratio, list of members or shareholders;
– Business lines or information on beneficial owners.
Conducting business registration amendments is not merely an administrative procedure but a mandatory legal update to ensure the enterprise’s records are consistent, transparent, and compliant with the law.
It also serves as the basis for the enterprise to be legally recognized in all transactions, tax filings, banking procedures, investments, and administrative activities.
1.2. The Role of Updating Enterprise Registration Information in Business Operations
Updating enterprise registration information plays a crucial role in maintaining the legality and credibility of an organization. Specifically:
– Ensures legality and transparency: Helps record accurate company information in the national database, preventing inconsistencies between registered data and actual operations.
– Strengthens business credibility: Partners, banks, customers, and government agencies rely on registration data to verify the company’s legal status.
– Prevents legal risks: Enterprises that fail to update or delay updating information may face administrative sanctions and risk limitations in contract signing, financing, or business expansion.
– Facilitates governance and management: Keeping information on legal representatives, capital, or address updated ensures smooth operations and minimizes interruptions in dealings with authorities.
In summary, timely updates of business registration information help enterprises maintain transparency, ensure legal compliance, and strengthen market confidence.
1.3. Legal Basis for Business Registration Amendment Procedures in 2025
The legal foundation for business registration amendments in 2025 is provided in the following instruments:
– Law on Enterprises 2020 (Consolidated Document No. 67/VBHN-VPQH 2025) — stipulates the rights, obligations, and procedures for amending enterprise registration information.
– Decree No. 168/2025/NĐ-CP — provides detailed guidance on the registration, amendment, and retrieval of enterprise and household business information, effective from July 1, 2025.
– Other related laws such as the Law on Investment, Law on Tax Administration, and Law on Organization of Local Government, which regulate state management responsibilities and enterprises’ obligations to update information.
Among these, Decree 168/2025/NĐ-CP serves as the core legal framework, specifying:
– The required components of amendment dossiers;
– The procedures for online and in-person submission;
– The processing time and publication of information after the amendment.
Understanding these legal bases enables enterprises to proactively prepare documentation, comply with legal requirements, and avoid risks when conducting business registration amendment procedures.
2. When an Enterprise Must Carry Out Business Registration Amendment Procedures
According to Article 30 of the Law on Enterprises 2020 (Consolidated Document No. 67/VBHN-VPQH 2025), an enterprise must perform business registration amendment procedures whenever any of the contents initially registered under Article 28 of the Law on Enterprises 2020 are modified.
Such amendments ensure that the company’s legal information remains consistent with its current operations and organizational structure, while avoiding administrative penalties for failure to update in a timely manner.
2.1. Common Situations Requiring Business Registration Amendments
In practice, enterprises are often required to carry out business registration amendments in the following common cases:
– Change of company name or head office address: Adjustments made to align with business development strategies, geographic expansion, or relocation of office premises.
– Adjustment of charter capital, capital contribution ratio, or list of members/shareholders: To accurately reflect the company’s financial capacity and investment structure, especially during restructuring or fundraising.
– Change of legal representative: When there is a replacement in senior management, transfer of executive authority, or reorganization of the corporate governance structure.
– Addition, removal, or modification of business lines: To adapt to new business directions or comply with sector-specific legal regulations.
– Update of shareholder or beneficial ownership information: In cases of ownership changes or delays in capital contribution beyond statutory deadlines.
Additionally, enterprises may proactively update administrative details (such as phone numbers, emails, or sub-sector codes) in the national registration system to ensure data consistency, even if such updates do not require amendment of the Business Registration Certificate.
Whenever there are any changes to legal information, organizational structure, or registered contents, enterprises are legally required to carry out business registration amendment procedures to maintain valid data with the Business Registration Authority.
2.2. Legal Consequences of Failing to Amend Business Registration on Time
Under Article 30 of the Law on Enterprises 2020, enterprises must submit amendment dossiers within 10 days from the date of the decision on the change. Failure to do so may lead to several legal risks, including:
– Administrative penalties: Pursuant to Decree 122/2022/NĐ-CP, enterprises may be fined from VND 10 million to VND 20 million for late notification of registration changes.
– Invalid or inconsistent legal records: Outdated information in the national database may result in rejection of transactions by partners, banks, or government agencies.
– Reputational and legal disadvantages: Delayed updates may hinder contract signing, bank account opening, or investment licensing.
Therefore, to avoid sanctions and ensure uninterrupted business operations, enterprises should promptly carry out business registration amendment procedures immediately upon any change in registered information.
3. Conditions, Dossier, and Procedures for Amending Business Registration in 2025
Business registration amendment procedures apply when an enterprise adjusts any information in its Enterprise Registration Certificate, such as company name, head office address, legal representative, charter capital, or business lines.
Following the correct procedure ensures that a company’s legal information remains up to date, avoids administrative penalties, and maintains transparency in dealings with partners, banks, and government agencies.
3.1. Conditions for a Valid Business Registration Amendment
Before proceeding, the enterprise must meet the following legal conditions to ensure its dossier is approved:
– The enterprise is legally operating and not under dissolution, suspension, or bankruptcy.
– There are no internal disputes affecting the amendment (e.g., among shareholders, legal representatives, or ownership rights).
– The proposed changes must comply with the law, for example:
-
- The new company name must not duplicate or cause confusion.
- The new head office address must be located in an area permitted for business operations.
- The registered business lines must fall within lawful categories of activity.
– All financial obligations (taxes, insurance, fees, and charges) must be fulfilled before submitting the amendment dossier.
Meeting these conditions is fundamental to avoid dossier rejection or requests for modification.
3.2. Dossier for Business Registration Amendment under Decree 168/2025/NĐ-CP
According to Chapter V of Decree No. 168/2025/NĐ-CP, the enterprise must prepare a complete and properly formatted dossier, including the following documents:
| Document | Details | Legal Basis |
|---|---|---|
| 1. Application for Business Registration Amendment | Using the form issued by the Ministry of Planning and Investment (corresponding to the enterprise type). | Clause 5, Article 30 of the Law on Enterprises 2020 (Consolidated Document No. 67/VBHN-VPQH 2025) |
| 2. Resolution or Decision of the Competent Authority | – For joint-stock companies: Resolution and meeting minutes of the Board of Directors or General Meeting of Shareholders. – For limited liability companies: Decision and meeting minutes of the Members’ Council or owner. |
Articles 50, 54, and 137 of the Law on Enterprises 2020 |
| 3. Copies of Legal Documents of Individuals/Organizations Involved | ID card/Citizen ID/Passport of the new legal representative, or legal documents of new members/shareholders. | Article 12 of Decree 168/2025/NĐ-CP |
| 4. Power of Attorney (if applicable) | Accompanied by legal documents of the authorized person. | Article 44 of Decree 168/2025/NĐ-CP |
| 5. Supporting Documents for the Changes | For example: lease contract for new office, list of members/shareholders, capital contribution records, personnel appointment decisions, etc. | Article 47 of Decree 168/2025/NĐ-CP |
Enterprises should review all documents carefully using the latest forms published on the National Business Registration Portal to avoid rejections or delays.
3.3. Procedure for Business Registration Amendment under the 2025 Regulations
The procedure is standardized under Decree 168/2025/NĐ-CP and includes five main steps:
| Step | Description |
|---|---|
| Step 1: Prepare the dossier | The enterprise compiles all required documents according to the regulations. |
| Step 2: Submit the dossier | Submit directly or online to the Business Registration Office under the Department of Planning and Investment where the head office is located. |
| Step 3: Examination and processing | The authority reviews the dossier’s validity and may request additional information if necessary. |
| Step 4: Receive results | Once approved, the enterprise is issued a Certificate of Amendment to the Business Registration. |
| Step 5: Publish the amendment | Within 30 days from the issuance date, the enterprise must publish the amendment on the National Business Registration Portal. |
If the address change results in a change of tax authority, the enterprise must complete the tax transfer procedures before filing the new registration.
3.4. Fees and Processing Time for Business Registration Amendment
Pursuant to Circular No. 47/2019/TT-BTC and Circular No. 64/2025/TT-BTC of the Ministry of Finance, effective July 1, 2025, amendment fees have been reduced to support enterprises, as follows:
| No. | Fee Item | Unit | Rate (from July 1, 2025) | Legal Basis |
|---|---|---|---|---|
| 1 | Business registration fee (including new issuance, reissuance, amendment of enterprise registration certificate, branch, representative office, business location) | VND/time | 25,000 | Circular No. 64/2025/TT-BTC (50% reduction from Circular No. 47/2019/TT-BTC) |
| 2 | Fee for publication of registration information | VND/time | 100,000 | Point d, Section 2 of the Fee Schedule, Circular No. 47/2019/TT-BTC |
| 3 | Fee for providing enterprise information (certificate, dossier, reports) | VND/document | 20,000–150,000 (depending on type) | Section 2 of the Fee Schedule, Circular No. 47/2019/TT-BTC |
| 4 | Fee exemption for online submission via the National Business Registration Portal | – | 100% exemption | Clause 2, Article 5 of Circular No. 47/2019/TT-BTC |
Accordingly, from July 1, 2025, the fee for amending enterprise registration contents is VND 25,000 per application, instead of VND 50,000 as previously.
Processing Time:
– Standard timeframe: Within 03 working days from the date the Business Registration Office receives a complete and valid dossier (Clause 5, Article 30 of the Law on Enterprises 2020).
– Incomplete dossier: The authority will issue a written notice requesting corrections or additional information within the processing period.
– Submission methods: Direct submission, postal mail, or online submission via the National Business Registration Portal — online submission is recommended and exempt from fees.
4. Post-Amendment Steps After Completing Business Registration Changes
After completing business registration amendment procedures, enterprises must take several important steps to synchronize their legal data, ensuring that information is accurately updated across government systems, banks, and business partners. Proper and complete compliance with these steps helps enterprises avoid penalties and maintain transparency in operations.
4.1. Publishing Updated Information on the National Business Registration Portal
Immediately after being granted a new Enterprise Registration Certificate, the enterprise is responsible for publishing the updated information on the National Business Registration Portal within 30 days from the issuance date.
– This publication serves to confirm the legality of changes (company name, address, legal representative, charter capital, business lines, etc.) and allows regulatory authorities, partners, and clients to access accurate information.
– Failure to publish within the prescribed deadline may result in an administrative fine ranging from VND 10 million to 15 million, as provided in Article 45 of Decree No. 122/2022/NĐ-CP.
– Enterprises can perform the online registration and publication directly via: https://dangkykinhdoanh.gov.vn.
4.2. Updating Enterprise Information with Tax, Banking, and Social Insurance Authorities
After changing legal information, the enterprise must update its information with relevant agencies and organizations to avoid disruption in operations:
– Tax Authority: When changing the company name, head office address, legal representative, or charter capital, the enterprise must notify the managing tax authority. If the address change involves a different district or province, the enterprise must finalize all tax obligations and confirm its tax code before moving to the new location.
– Bank: The enterprise must update details of the new legal representative and adjust any credit agreements or payment accounts accordingly. Failure to update may result in temporary account suspension or transaction refusal.
– Social Insurance Authority: The enterprise must update its corporate information and the legal representative’s details to ensure the validity of labor contracts, social insurance reports, and electronic records.
4.3. Adjustment of Sub-Licenses and Contracts Following Business Registration Changes
For enterprises operating in conditional business sectors, changes to registration information also require updating the corresponding sub-licenses, including but not limited to:
– Retail licenses for alcohol, tobacco, food, chemicals, or environmental permits;
– Certificates of eligibility for food safety, work permits for foreign employees, or advertising licenses;
– Construction permits, transportation or logistics business licenses, and import/export licenses.
Enterprises should carefully review all dependent licenses to ensure that details such as company name, address, and legal representative are consistent with the new Enterprise Registration Certificate.
In addition, enterprises should review and update all commercial, credit, and labor contracts, as well as internal legal documents, to ensure their legal validity and prevent disputes.
4.4. Notifying Partners and Maintaining Corporate Records
In addition to updating government authorities, enterprises should proactively notify partners, clients, suppliers, and other stakeholders about the changes.
– Send official notifications via email, formal letters, or written notices.
– Update new information on e-invoices, corporate websites, social media, and communication materials.
– Maintain records of the amendment process (including submitted dossiers, approval decisions, and both old and new certificates) for at least 10 years to facilitate legal review and verification when needed.
5. Legal Services Supporting Business Registration Amendments in 2025
Under the new regulations of the Law on Enterprises 2025 and Decree No. 168/2025/NĐ-CP, enterprises are required to prepare complete dossiers, use the correct forms, and publish updated information within the prescribed deadline to avoid administrative penalties.
With extensive experience handling hundreds of corporate registration cases, Lexconsult & Partners provides comprehensive legal services to help businesses update their registration information quickly, lawfully, and in full compliance with current regulations.
5.1. Legal Services Related to Business Registration Amendments
| Service | Scope of Support | Applicable Legal Basis |
|---|---|---|
| Consulting and Preparing Amendment Dossiers | Guiding enterprises to prepare dossiers, forms, and internal resolutions in accordance with the Law on Enterprises 2025. | Law on Enterprises 2025; Decree No. 168/2025/NĐ-CP |
| Amendments of Name, Address, Charter Capital, or Legal Representative | Preparing, submitting, monitoring, and obtaining the new Enterprise Registration Certificate. | Clause 5, Article 30, Law on Enterprises 2025 |
| Publication of Enterprise Information After Amendment | Representing the enterprise to publish updated information on the National Business Registration Portal within the deadline. | Article 32, Law on Enterprises 2025 |
| Updating Information with Tax, Banking, and Social Insurance Authorities | Synchronizing updated data after receiving the new certificate to prevent operational interruptions. | Decree No. 168/2025/NĐ-CP |
| Adjustment of Sub-Licenses and Contracts | Reviewing and updating information in dependent licenses and commercial contracts. | Law on Investment 2020; Civil Code 2015 |
5.2. Lexconsult’s Process for Supporting Business Registration Amendments
Step 1: Receiving the Request and Analyzing Amendment Requirements
→ Identify the enterprise type, scope of changes, and applicable legal procedure.
Step 2: Preparing Dossiers and Forms According to the New Regulations
→ Lawyers assist in drafting forms, resolutions, meeting minutes, authorizations, and supporting documents.
Step 3: Filing the Dossier with the Business Registration Office
→ Monitor application progress, provide supplementary documents if required, and obtain the new Enterprise Registration Certificate.
Step 4: Publishing Enterprise Information After the Amendment
→ Publish updated information online within 30 days to avoid administrative penalties.
Step 5: Updating Information with Relevant Authorities and Partners
→ Update tax, banking, social insurance, e-invoice, and corporate website information to ensure full synchronization.
5.3. Benefits of Using Lexconsult & Partners’ Business Registration Amendment Services
| Key Benefit | Value for Enterprises |
|---|---|
| Ensures valid dossiers from the outset | Saves time and prevents dossier rejection or administrative penalties. |
| Compliance with the latest legal framework | Fully adheres to the Law on Enterprises 2025 and Decree No. 168/2025/NĐ-CP. |
| Faster processing time | Completion within 3–5 working days, with online submission support. |
| Comprehensive post-amendment advisory | Assistance in updating sub-licenses, contracts, and information with tax and banking authorities. |
| Professional and experienced legal team | On-site assistance with absolute confidentiality of enterprise information. |
5.4. When to Consult a Lawyer for Business Registration Amendments
Enterprises should proactively seek legal assistance in the following cases:
– Change of legal representative, owner, or founding shareholder.
– Adjustment of charter capital, head office address, or branches in another province.
– Modification of conditional business lines or when additional licenses are required.
– For foreign-invested enterprises (FDIs) needing adjustments to both investment registration and enterprise registration contents.
Lexconsult & Partners will help your business complete the entire business registration amendment process efficiently, lawfully, and accurately — ensuring full compliance and protection from administrative penalties.
6. FAQ – Frequently Asked Questions About Business Registration Amendment Procedures in 2025
When is it necessary to amend business registration?
→ When an enterprise changes its name, address, charter capital, legal representative, business lines, or shareholders, it must carry out business registration amendment procedures under the amended Law on Enterprises 2025 to avoid fines ranging from VND 5–10 million.
What documents are required for business registration amendment?
→ The dossier includes: the Application for Business Registration Amendment (Form 2025); Company Resolution and Meeting Minutes; Legal documents of relevant individuals and organizations; and Documents proving the amended information.
How long does it take to process the dossier?
→ According to Decree No. 168/2025/NĐ-CP, the Business Registration Office processes valid dossiers within 3 working days. Online submission is available and exempt from government fees.
What is the fee for amending business registration?
→ From July 1, 2025, under Circular No. 64/2025/TT-BTC, the government fee is VND 25,000 per submission, and the information publication fee is VND 100,000 per submission.
Can a lawyer be authorized to handle business registration amendments?
→ Yes. Enterprises may authorize Lexconsult & Partners lawyers to handle the entire process, saving time and ensuring full legal compliance.
What must be done after amending business registration?
→ Enterprises must: publish the updated information within 30 days; update data with tax, banks, and social insurance authorities; and revise sub-licenses, contracts, and invoices accordingly.
Are there penalties for failing to register changes?
→ Yes. Under Decree No. 122/2021/NĐ-CP, enterprises that fail to register amendments on time may be fined VND 5–10 million.
Do foreign-invested enterprises (FDIs) need to amend their business registration?
→ Yes. When any information changes in the Enterprise Registration Certificate (ERC) or Investment Registration Certificate (IRC), FDIs must amend both, following Lexconsult & Partners’ legal guidance.
Properly performing business registration amendment procedures in 2025 is a crucial step to maintain legal validity, strengthen corporate reputation, and optimize management efficiency. Every change in name, address, legal representative, charter capital, or business line must be updated promptly to avoid penalties and ensure transparency in all business transactions.
With an experienced team of corporate lawyers, Lexconsult & Partners is committed to delivering comprehensive legal solutions — from consultation, dossier preparation, and online submission to publication and data synchronization across tax, banking, and licensing systems.
We accompany you in every step of your growth journey, ensuring that every legal change is handled swiftly, lawfully, and with absolute safety.
📞 Hotline: 0938 657 775
📧 Email: info@lexconsult.com.vn
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