Joint Circular No. 05/2008/TTLT/BKH-BTC-BCA guiding the mechanism for coordination among agencies handling business registration, tax registration, and seal registration for enterprises established under the Enterprise Law.

JOINT CIRCULAR

Guidelines for the coordination mechanism among agencies handling business registrationbusiness,

tax registration, and seal registration for enterprisesestablished and operating under the Law on Enterprises

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Pursuant to Resolution No. 59/2007/NQ-CP dated November 30, 2007 of the Government on certain solutions to address difficulties in investment construction activities and administrative reform for businesses;

Pursuant to Decree No. 88/2006/NĐ-CP dated August 29, 2006 of the Government on business registration;

Pursuant to Decree No. 139/2007/NĐ-CP dated September 5, 2007 of the Government guiding detailed implementation of certain provisions of the Enterprise Law;

Pursuant to Decree No. 58/2001/NĐ-CP dated August 24, 2001 of the Government on management and use of seals;

Pursuant to Decree No. 85/2007/NĐ-CP dated May 25, 2007 of the Government detailing implementation of certain provisions of the Law on Tax Administration;

The Ministry of Planning and Investment, Ministry of Finance, and Ministry of Public Security issue guidelines for the coordination mechanism among agencies handling business registration, tax registration, and seal registration for enterprises established and operating under the Enterprise Law.

I. GENERAL PROVISIONS

Thông tư này quy định chi tiết khoản 4 Điều 38 Luật Thủy sản số 18/2017/QH14 đã được sửa đổi, bổ sung tại điểm c khoản 21 Điều 14 Luật số 146/2025/QH15.

This Circular guides on the dossier, procedure, and coordination mechanism among agencies handling administrative procedures for business registration, tax registration, and seal registration for enterprises, branches, and representative offices established and operating under the Enterprise Law.

Thông tư này áp dụng đối với tổ chức, cá nhân có liên quan đến hoạt động kinh doanh đối tượng thủy sản nuôi chủ lực trên lãnh thổ Việt Nam.

This Circular applies to organizations and individuals registering for business, tax, and seal when establishing an enterprise, branch, or representative office, or changing business registration content; Departments of Planning and Investment, Tax Services, Provincial Police Departments, and centrally-administered city police departments.

3. Principles for Administrative Procedures

Conditions for issuing Business Registration Certificate and tax registration according to Article 24 of the Enterprise Law and the Law on Tax Administration.

The business registration agency shall be responsible only for the legality of the dossier as stipulated in Clause 3, Article 4 of the Enterprise Law, which means the dossier must be complete with all required documents and contain fully disclosed information as prescribed by the Enterprise Law.

The person establishing the enterprise and its members (if any) shall bear full responsibility for the accuracy, truthfulness, and legality of the content of the business registration and tax registration dossier, and the compliance of the company's articles of association with the law. In case the content of the business registration and tax registration dossier is not truthful, accurate, fraudulent, or the content of the company's articles of association does not comply with the law, they will be subject to penalties depending on the severity of the violation.

Disputes between members of an enterprise during operation fall within the jurisdiction of the Court as provided for in the Civil Procedure Code.

4. Results of Administrative Procedures for Business Registration, Tax Registration, and Seal Registration

The result of administrative procedures for business registration and tax registration is the Business Registration Certificate and tax registration certificate (for enterprises) or the Certificate of Operation Registration and tax registration (for branches and representative offices). The model of the Business Registration Certificate and tax registration certificate, and the Certificate of Operation Registration and tax registration shall be implemented according to Appendix IV issued together with Circular No. 03/2006/TT-BKH dated October 19, 2006 of the Ministry of Planning and Investment guiding certain contents regarding the dossier, procedure, and process of business registration; wherein, the part named "Business Registration Certificate" shall be changed to "Business Registration Certificate and tax registration," and "Certificate of Operation Registration" shall be changed to "Certificate of Operation Registration and tax registration."

The result of administrative procedures for seal registration is the seal and the Certificate of Seal Registration Model.

5. Enterprise Code

The enterprise code is a unique code for each enterprise established and operating under the Enterprise Law and recorded on the Business Registration Certificate and tax registration certificate. The enterprise code is also the taxpayer identification number of the enterprise.

Throughout the entire operational period from registration establishment until non-existence, the enterprise code is used for tax declaration and payment for all types of taxes due, including cases where the enterprise engages in multiple industries or operates production and business activities in different locations.

An assigned enterprise code cannot be reused for other taxpayers. When an enterprise ceases to exist, the enterprise code becomes invalid and cannot be reused again. The procedure for terminating the enterprise code is carried out according to the provisions of the Enterprise Law and related Tax Laws.

The principle of issuance and structure of the enterprise code are implemented according to the provisions at Point 3.1, Point 3.2, and Point 3.3 of Part I of Circular No. 85/2007/TT-BTC dated July 18, 2007 of the Ministry of Finance guiding the implementation of the Law on Tax Administration regarding tax registration.

Measures for enforcing administrative tax decisions related to the enterprise code are implemented according to the provisions of the Law on Tax Administration and related implementing regulations.

6. Business Sectors and Industries Registered for Business

The business sectors and industries registered in the Business Registration Certificate and tax registration are recorded according to Article 5 of Decree No. 88/2006/NĐ-CP dated August 29, 2006 of the Government on business registration (hereinafter referred to as Decree No. 88/2006/NĐ-CP). The industry code in the Business Registration Certificate and tax registration has significance only for statistical purposes and is coded according to the second-level economic sector classification in the Vietnam Economic Sector Classification System issued pursuant to Decision No. 10/2007/QĐ-TTg dated January 23, 2007 of the Prime Minister.

II. PROCEDURE AND PROCEDURES FOR BUSINESS REGISTRATION, TAX REGISTRATION, AND SEAL REGISTRATION

1. Dossier for Business Registration, Tax Registration, and Seal Registration

a) For the case of establishing an enterprise:

The dossier for business registration, tax registration, and seal registration (hereinafter collectively referred to as the registration dossier) includes documents for each type of enterprise as stipulated in Articles 14, 15, 16, and 17 of Decree No. 88/2006/NĐ-CP and the Declaration Form for Tax Registration Information according to the model attached as Appendix I to this Circular.

b) For the case of establishing a branch or representative office:

The registration file includes the documents prescribed in Article 24 of Decree No. 88/2006/NĐ-CP and the Tax Registration Information Declaration Form according to the model prescribed in Appendix I attached hereto.

c) In the case of changing business registration content and tax registration:

The change registration file includes the documents prescribed in Chapter V of Decree No. 88/2006/NĐ-CP.

Enterprises that have been issued Business Registration Certificates, branches, and representative offices that have been issued certificates of operation before this Circular takes effect are not required to immediately register for changing the enterprise code. The registration for changing the enterprise code will be combined when the enterprise registers for changing business registration contents. In this case, the enterprise will be issued a Business Registration Certificate and tax registration certificate, in which the enterprise's tax code will be used as the enterprise code and recorded in the Business Registration Certificate and tax registration certificate. In this case, in addition to the documents in the change registration file as prescribed in Decree No. 88/2006/NĐ-CP, enterprises, branches, and representative offices must submit the original Tax Registration Certificate to the business registration authority.

In the case where an enterprise changes the content in the Tax Registration Information Declaration Form, within 10 days from the date of making such changes, the enterprise must submit the new Tax Registration Information Declaration Form to the tax authority along with one copy of the Business Registration Certificate and tax registration certificate already issued.

2. Receiving applications

The Department of Planning and Investment of provinces and centrally-administered cities is the lead agency responsible for receiving applications and delivering results of administrative procedures as prescribed in this Circular.

When receiving an enterprise's application, the business registration authority shall check the enterprise name, necessary documents in the file, and required declaration items. For registration files meeting initial requirements, the business registration authority shall accept the file, issue a receipt form according to the model prescribed in Appendix II attached hereto, and hand it over to the enterprise.

During the processing of business registration and tax registration files, if the applicant is an individual registering to establish a private enterprise who has arisen tax obligations and requests to be issued a tax code to fulfill tax obligations but the file does not yet meet conditions for issuing a Business Registration Certificate and tax registration certificate, the business registration authority shall transfer a copy of the business registration request form and the Tax Registration Information Declaration Form to the tax authority on the same day so that the tax authority can issue a temporary tax code notification to the taxpayer. In this case, after completing the application for issuance of the Business Registration Certificate and tax registration certificate according to regulations, the tax code on the tax code notification will be used as the private enterprise's enterprise code.

An enterprise may submit its registration file to the business registration authority via electronic means. In this case, after reviewing the enterprise's registration file, the business registration authority shall notify the enterprise founder through electronic means about the contents needing modification or supplementation in the file (if any) or the time to collect the Business Registration Certificate and tax registration certificate.

3. Administrative Fee for Processing Administrative Procedures

When registering business, registering operations, and registering seals, enterprises, branches, and representative offices must pay fees as prescribed.

4. Delivering Results of Business Registration and Tax Registration

Within a maximum period of 5 working days from the date of receiving a valid application, the Enterprise Registration Department under the Department of Planning and Investment shall issue the Business Registration Certificate and tax registration certificate to the enterprise, and the Business Operation Registration Certificate and tax registration certificate for branches and representative offices.

In the case where the registration file is received through electronic means, when collecting the result, the enterprise must submit a paper copy of the registration file for the business registration authority to compare and retain the file.

After receiving the Business Registration Certificate and tax registration certificate, the enterprise has the obligation to complete the procedure for purchasing or printing financial invoices according to regulations.

When collecting the result, the enterprise representative signs for the Result Delivery Receipt according to the model prescribed in Appendix III attached hereto.

5. Delivering Results of Seal Registration

Within 2 working days from the date of receiving the seal transferred by the seal engraving facility, the police authority is responsible for inspecting and registering the seal and issuing the Seal Registration Certificate to the enterprise.

When collecting the seal and the Seal Registration Certificate at the police authority, the enterprise representative must submit a copy of the Business Registration Certificate and tax registration certificate, the Business Operation Registration Certificate and tax registration certificate, and present their ID card to the police authority.

6. Providing Information on Changes in Business Registration Content

Within 2 working days from the date of issuing the changed business registration content to the enterprise, the business registration authority shall send a copy of the Business Registration Certificate and tax registration certificate to the Provincial Tax Department and the Public Security Department of the province or centrally-administered city.

III. COORDINATION PROCEDURE FOR ADMINISTRATIVE PROCEDURES

1. Coordination Procedure for Administrative Procedures:

a. Within 2 working days from the date of receiving a valid registration file from an enterprise, the Department of Planning and Investment shall send a copy of the Business Registration Request Form (in the case of establishing an enterprise) or the Notice of Establishment of Branches or Representative Offices (in the case of establishing branches or representative offices) and the Tax Registration Information Declaration Form to the Provincial Tax Department (hereinafter referred to as the Provincial Tax Department).

b) Within two working days from the date of receiving information about the enterprise, the Provincial Tax Department shall notify the Enterprise Registration Code to the Provincial Department of Planning and Investment for recording on the Business Registration Certificate and tax registration of the enterprise, and the Operation Registration Certificate and tax registration of the branch and representative office.

The exchange of information between the business registration authority and the tax authority may be conducted through the following methods:

- Receipt and dispatch by paper copy;

- Receipt and dispatch via fax machine;

- Receipt and dispatch via electronic network.

For provinces and centrally-administered municipalities with an average of 50 or more new business registration files per month, the processing time limit at the business registration authority and the tax authority shall be specifically stipulated by the People's Committee of the province or centrally-administered municipality in the Inter-ministerial Coordination Regulation to ensure that the result is delivered to the enterprise within five working days from the date of receipt of the valid business registration and tax registration file.

c) Within two working days after issuing the Business Registration Certificate and tax registration to the enterprise, the Provincial Department of Planning and Investment shall send a copy of the Business Registration Certificate and tax registration to the Provincial Tax Department, provincial public security agency, and other relevant agencies.

2. Responsibilities of the authorities

a. Based on this Circular, the People's Committees of the provinces and centrally-administered municipalities shall issue regulations to implement the interlinked mechanism at the local level and instruct departments and sectors to upgrade infrastructure and supplement personnel to effectively implement the interlinked mechanism.

b. The Provincial Department of Planning and Investment shall publicly post at the location where files are received the provisions regarding business registration, tax registration, and seal registration as prescribed in this Circular.

c. The Provincial Tax Department and Public Security Agency shall cooperate with the Provincial Department of Planning and Investment to promptly resolve any difficulties and complaints from organizations and individuals concerning business registration, tax registration, and seal registration.

IV. IMPLEMENTATION

1. This Circular shall take effect fifteen days from the date of publication in the Official Gazette.

2. This Circular replaces Joint Circular No. 02/2007/TTLT/BKH-BTC-BCA dated February 27, 2007, issued by the Ministry of Planning and Investment, Ministry of Finance, and Ministry of Public Security guiding the coordination mechanism among agencies handling business registration, tax registration, and seal engraving permits for enterprises established and operating under the Law on Enterprises, and replaces the business registration code provision set forth in Point 1, Section V of Circular No. 03/2006/TT-BKH dated October 19, 2006, issued by the Ministry of Planning and Investment guiding certain contents regarding business registration files, procedures, and formalities.

3. The People's Committees of the provinces and centrally-administered municipalities shall direct, guide, and inspect the implementation of the coordination mechanism among agencies handling business registration, tax registration, and seal registration at the local level to minimize administrative procedure processing times.

4. The Provincial Departments of Planning and Investment, Tax Departments, and Public Security Agencies of the provinces and centrally-administered municipalities shall be responsible for implementing this Circular.

5. The Joint Ministries of Planning and Investment, Finance, and Public Security shall establish a Task Force to monitor, compile, and report on the implementation results and propose timely guidance solutions.