Capital contribution, charter amendment, and board procedures
Capital changes and internal governance decisions are critical milestones in a company’s lifecycle. In Vietnam, these actions are subject to strict legal timelines, documentation requirements, and regulatory approvals. Failure to comply may result in penalties, invalid corporate resolutions, or restrictions on business operations.
CyraLaw Insight supports enterprises in managing capital contributions, amending corporate charters, and conducting board and shareholder procedures in full compliance with Vietnamese law.
Capital Contribution Advisory & Compliance
We assist companies and investors in planning, executing, and monitoring capital contributions to ensure legal validity and regulatory compliance.
Our services include:
- Structuring charter capital and investment capital
- Advising on capital contribution timelines and methods
- Monitoring foreign capital contribution compliance
- Supporting capital increases and decreases
- Handling conversion of loans into equity
- Rectifying late or non-compliant capital contributions
We ensure that capital transactions are properly documented, registered, and aligned with licensing approvals.
Charter Amendments & Corporate Documentation
Corporate charters must accurately reflect ownership, governance, and operational changes. We draft and implement legally compliant charter amendments tailored to evolving business needs.
We support:
- Amendment of company charters (LLCs and JSCs)
- Changes in shareholders, members, or ownership ratios
- Updates to business lines, registered address, or legal representative
- Capital restructuring and governance updates
- Filing and registration of amendments with authorities
All amendments are prepared with precision to ensure enforceability and regulatory acceptance.
Board, Shareholder & Members’ Meeting Procedures
Properly conducted corporate meetings are essential for the validity of decisions and protection against disputes.
Our procedural support includes:
- Preparation of meeting agendas and resolutions
- Legal review of voting thresholds and quorum requirements
- Drafting minutes and corporate resolutions
- Advising on written resolutions and remote meetings
- Handling extraordinary meetings and urgent decisions
- Compliance with statutory and charter-based procedures
We ensure that all corporate decisions are legally sound, properly documented, and defensible in audits or disputes.
Regulatory Filings & Post-Approval Compliance
Following internal approvals, we manage required filings and notifications with licensing and regulatory authorities.
- Amendments to Enterprise Registration Certificate (ERC)
- Amendments to Investment Registration Certificate (IRC)
- Notification to tax authorities, banks, and relevant agencies
- Post-change compliance monitoring
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