An enterprise may have its certificate of business registration revoked in certain cases of illegal acts.

This article was consulted by Lawyer Nguyen Quang Trung

Legal grounds:

• Law on Enterprises 2020.

We have received the following question:

Hello TLT Legal, I wanted to ask if the legal representative of the company goes abroad for a long time without returning to Vietnam, nor does he authorize another person. Now the company is invited to work by the competent authority but no one is working, will the company have its Certificate of Business Registration revoked?

Based on Article 212 of the Law on Enterprises 2020, the enterprise will have its Certificate of Business Registration revoked in the following 5 cases:

1. The content declared in the enterprise registration dossier is fake;
2. The enterprise is established by persons prohibited from establishing enterprises under the provisions of Clause 2, Article 17 of this Law;
3. The enterprise ceases its business operations for 01 year without notifying the Business Registration Authority and the tax authority;
4. The enterprise fails to submit a report on compliance with the provisions of this Law upon request of the Business Registration Authority within 06 months from the deadline for submitting the report or upon written request;
5. In other cases, according to the Court’s decision or the request of a competent authority as prescribed by law.

In addition, according to current legal regulations, an enterprise must always have at least 01 legal representative residing in Vietnam. If the legal representative goes abroad without any other legal representative in Vietnam:

• The current legal representative must authorize in writing another person residing in Vietnam
• If the legal representative is absent from Vietnam for more than 30 days without authorization to another person, the company owner, the Board of Members, or the Board of Directors shall appoint another person to act as the legal representative of the company

Thus, according to the above provisions, the legal representative of an enterprise going abroad for a long period of time (over 30 days) is not a case of having the Enterprise Registration Certificate revoked. In this case, the enterprise must appoint another person in Vietnam to act as the legal representative.