DECREE

On registration for business of cooperatives

_____________

 

THE GOVERNMENT

Pursuant to the Law on Organization of the Government dated December 25, 2001;

Pursuant to the Law on Cooperatives dated November 26, 2003;

At the proposal of the Minister of Planning and Investment,

DECREE:

Chapter I

GENERAL PROVISIONS

Article 1. Scope of Regulation and Applicability

1. This Decree stipulates on registration for business of cooperatives and cooperative associations (hereinafter referred to collectively as cooperatives).

2. This Decree applies to:

a) Cooperatives organized and operating under the Law on Cooperatives 2003;

b) Cooperatives established, organized and operated under the Law on Cooperatives 1996, now transitioning to operate under the Law on Cooperatives 2003;

c) Business registration authorities at all levels.

3. For cooperatives engaged in business activities subject to conditions as prescribed by specialized laws, in cases where there are differences between the provisions of this Decree and the specialized Decrees, the cooperatives shall comply with the provisions of the specialized Decrees.

Article 2. Right to Register for Business

1. The establishment and registration for business of cooperatives in accordance with the law is a right protected by the State for individuals and organizations.

2. Ministries, ministerial-level agencies, provincial people's committees, and municipal people's committees directly under the central government shall not issue regulations on business registration applicable only to their respective sectors or localities.

3. It is strictly prohibited for business registration authorities to harass or cause inconvenience to organizations and individuals during the receipt of applications and the processing of business registration and changes to business registration content.

Article 3. Business Registration Authorities

1. Business registration authorities are established at the provincial and municipal level directly under the central government, and at the district, county, town, and city level within provinces.

2. The provincial-level business registration authority is the Department of Planning and Investment's Business Registration Office as provided for in point a, Clause 1, Article 3 of Government Decree No. 109/2004/NĐ-CP dated April 2, 2004 on business registration.

3. The district-level business registration authority is the Finance and Planning Department under the district-level people's committee as provided for in Clause 2, Article 7 of Government Decree No. 172/2004/NĐ-CP dated September 29, 2004 on organizing specialized agencies under the people's committees of districts, towns, cities, and provincial cities.

Article 4. Certificate of Business Registration

1. The main contents of the Certificate of Business Registration are as follows:

a) Name and address of the cooperative's principal office;

b) Industry and business activities;

c) Charter capital of the cooperative.

2. The Certificate of Business Registration for cooperatives shall be issued according to a unified model throughout the country as prescribed by the Ministry of Planning and Investment.

3. Certificates of Business Registration issued by provincial or district-level business registration authorities for cooperatives have equal validity nationwide.

Article 5. Duties, Rights, and Responsibilities of Business Registration Authorities

1. Receiving business registration applications; examining the legality of business registration applications and issuing Certificates of Business Registration to cooperatives.

2. Guiding cooperatives on registering for business regarding industries and business activities that require conditions and the conditions for conducting such activities.

3. Building and managing information systems on cooperatives within their jurisdiction; providing information on cooperatives within their jurisdiction to provincial people's committees, district people's committees, provincial departments, district offices, and the Ministry of Planning and Investment periodically, and to organizations and individuals upon request.

4. When reviewing business registration applications, if inaccuracies or incompleteness in the registered declaration content are discovered, requiring the business registrant to amend or resubmit the business registration application; if fraudulent content is found, refusing to issue a Certificate of Business Registration.

5. Conducting inspections themselves or requesting competent state agencies to inspect cooperatives based on the registered business content.

6. Revoking Certificates of Business Registration for cooperatives in accordance with Article 26 of this Decree.

Article 6. Duties, Rights, and Responsibilities of the Ministry of Planning and Investment on Business Registration

The duties, rights, and responsibilities of the Ministry of Planning and Investment on business registration are implemented in accordance with Article 6 of Government Decree No. 109/2004/NĐ-CP dated April 2, 2004 on business registration.

Article 7. Information and Reporting on Business Registration

1. Within three months from the date this Decree takes effect, the provincial business registration agency shall compile a list of cooperatives with identical names and cooperatives whose names may cause confusion with other cooperatives within the local area; The Enterprise Information Center (under the Small and Medium Enterprise Development Department, Ministry of Planning and Investment) shall compile and post the list of cooperatives with identical names and cooperatives whose names may cause confusion with other cooperatives nationwide on the domestic enterprise information website of the national enterprise information system.

2. Business registration agencies at all levels shall report and announce the results of business registration in accordance with Clause 4, Article 8 of Decree No. 177/2004/NĐ-CP dated October 12, 2004, providing detailed implementation of certain provisions of the Law on Cooperatives 2003.

3. Quarterly, the provincial business registration agency shall compile and report to the Ministry of Planning and Investment on the situation of business registration for cooperatives within its province.

Chapter II

NAME AND LOGO OF COOPERATIVES

Article 8. Name of Cooperative

1. The name of a cooperative consists of two components:

a) Cooperative;

b) Specific name.

The specific name must be written in Vietnamese and may include letters, numbers, and symbols that can be pronounced.

2. A cooperative may use its industry or profession, or other auxiliary symbols to form its cooperative name.

3. The abbreviated name, seal, signboard of the cooperative, advertising forms, introduction materials, and transaction documents of the cooperative must have the symbol “HTX”, and the symbol “LHHTX” for federations of cooperatives, and must be registered with the competent state agency and protected according to the law.

Article 9. Prohibitions in Naming Cooperatives

1. Using a full name, abbreviated name, or a name that causes confusion with the name of another cooperative already registered throughout the country.

2. Using the name of a state agency, people's armed forces unit, or the name of a political organization or political-social organization to form all or part of the specific name of a cooperative, except with the approval of such agency, unit, or organization.

3. Using words or symbols that violate historical traditions, culture, ethics, and customs of the nation to name a cooperative.

Article 10. Name of Cooperative in Foreign Languages

The name of a cooperative in a foreign language is the translation from Vietnamese to the corresponding foreign language. When translated into a foreign language, the specific name of the cooperative may retain the original Vietnamese name or be fully translated into the corresponding foreign language.

Article 11. Identical Names and Confusing Names

1. An identical name occurs when the name of a cooperative requested for registration is written and read in Vietnamese completely identical to the name of another cooperative already registered.

2. The following cases are considered to cause confusion with the names of other cooperatives:

a) The Vietnamese name of the cooperative requested for registration is read similarly to the name of another cooperative already registered;

b) The Vietnamese name of the cooperative requested for registration differs from the name of another cooperative already registered only by the word "and" and the symbol "&";

c) The abbreviated name of the cooperative requested for registration is identical to the abbreviated name of another cooperative already registered;

d) The foreign language name of the cooperative requested for registration is identical to the foreign language name of another cooperative already registered;

đ) The name of the cooperative requested for registration differs from the name of another cooperative already registered only by natural numbers, ordinal numbers, one or several Vietnamese letters (A, B, C,...) immediately following the specific name of the cooperative, except in the case where the cooperative requested for registration is a member of a federation of cooperatives already registered;

e) The name of the cooperative requested for registration differs from the name of another cooperative already registered only by the word "new" immediately preceding or "new" immediately following the name of another cooperative already registered;

g) The name of the cooperative requested for registration differs from the name of another cooperative already registered only by the words "North", "Northern", "South", "Southern", "Central", "Central", "West", "Western", "East", "Eastern", except in the case where the cooperative requested for registration is a member of a federation of cooperatives already registered;

h) Other cases of confusing names as decided by the Ministry of Planning and Investment.

Article 12. Cooperative Emblem

1. The cooperative emblem is a unique symbol of each cooperative reflecting its characteristics and distinguishing it from the emblems of other registered cooperatives.

2. Cooperatives select their own emblems that are consistent with moral values, national cultural traditions, and comply with legal regulations.

3. The cooperative emblem must be registered with the competent state agency.

Article 13. Other issues related to naming cooperatives

1. The business registration authority has the responsibility to publicly announce the names of registered cooperatives so that other cooperatives can avoid duplication or confusion.

2. Cooperatives that registered before this Decree took effect and whose names may cause confusion with other cooperatives' names are not required to change their names.

3. The Ministry of Planning and Investment shall provide detailed guidance on naming cooperatives as stipulated in this Chapter.

Chapter III

PROCEDURE AND REGISTRATION PROCESS FOR BUSINESS REGISTRATION

Article 14. Business Registration Documents

The business registration documents for cooperatives include:

1. A business registration form prepared according to the model prescribed by the Ministry of Planning and Investment.

2. The cooperative's charter.

3. The number of members, list of the Management Board, Supervisory Board of the cooperative, or list of member cooperatives, Board of Directors for federations of cooperatives.

4. Minutes of the founding assembly where the documents were approved.

Article 15. Procedure and Process for Business Registration

The procedure and process for business registration are carried out as follows:

1. Cooperatives submit business registration documents to the chosen business registration authority in accordance with Clause 1, Article 14 of the 2003 Law on Cooperatives; federations of cooperatives submit business registration documents to the provincial business registration authority in accordance with Clause 1, Article 44 of the 2003 Law on Cooperatives.

Cooperatives may send business registration documents via email to the business registration authority but must submit the original when collecting the Business Registration Certificate for the authority to verify and file the documents.

The business registration authority shall not require cooperatives to submit additional documents beyond those specified in Article 14 of this Decree.

2. The business registration authority must issue a receipt, bear responsibility for the validity of the submitted documents upon acceptance, and shall not be responsible for any violations of the law committed by the cooperative after business registration.

3. The business registration authority shall issue a Business Registration Certificate to the cooperative within fifteen working days from the date of receiving the documents if all the following conditions are met:

a) The business registration documents are valid as prescribed in Article 14 of this Decree;

b) The production and business activities are not prohibited by law;

c) The cooperative's name complies with the provisions of Articles 8, 9, 10, and 11 of this Decree;

d) There is a minimum capital contribution;

For cooperatives engaging in industries or businesses requiring statutory capital, the cooperative's minimum capital contribution must not be lower than the statutory capital.

e) The registration fee has been fully paid as prescribed.

4. The cooperative acquires legal personality and the right to operate according to the registered business content from the date of issuance of the Business Registration Certificate; after obtaining the Business Registration Certificate, the cooperative may have its seal engraved and use it..

5. In cases where cooperatives engage in industries or businesses with conditions:

a) For industries or businesses requiring a business license, cooperatives may engage in such industries or businesses from the date they obtain the business license from the competent state agency. The issuance of business licenses for industries or businesses with conditions is conducted independently from the issuance of the Business Registration Certificate to the cooperative;

b) For industries or businesses with conditions but without a requirement for a business license, cooperatives may engage in such industries or businesses from the date they meet the business conditions as prescribed by law;

c) For industries or businesses requiring statutory capital, cooperatives may engage in such industries or businesses when they have sufficient statutory capital as prescribed by law;

d) For industries or businesses requiring a professional certificate, cooperatives must comply with the provisions of Clause 4, Article 3 of Decree No. 177/2004/NĐ-CP dated October 12, 2004, detailing the implementation of certain articles of the 2003 Law on Cooperatives;

e) Within seven working days from the date the cooperative engages in industries or businesses with conditions requiring a business license, professional certificate, or confirmation of statutory capital, the cooperative must submit a certified copy of the business license, professional certificate, or confirmation of statutory capital issued by the competent state agency for those industries or businesses to the authority that issued the Business Registration Certificate to the cooperative.

6. If the documents are invalid or the cooperative's name does not comply with the regulations, the business registration authority must notify the cooperative in writing within fifteen working days from the date of receiving the documents. The notification must clearly specify the necessary amendments and methods of correction. Beyond this period, if there is no notification, the business registration documents are considered valid; refusal to issue a Business Registration Certificate must be communicated in writing.

Article 16. Registration for Establishing Branches and Representative Offices under Cooperative Societies

1. A cooperative society that establishes a dependent branch without registered capital or a representative office must register with the business registration authority.

2. When establishing a branch or representative office, the cooperative society must notify the provincial or district-level business registration authority where the branch or representative office will be located. The notification shall include:

a) The name and address of the cooperative society's head office;

b) The business sectors and activities of the cooperative society;

c) The proposed name of the branch or representative office; the name must include the word "Branch" for branch registration and the word "Representative Office" for representative office registration;

d) The full name, identification number, signature, and place of residence of the legal representative of the cooperative society;

đ) The name and address of the branch or representative office's headquarters;

e) The content and scope of activities of the branch or representative office;

g) The full name, place of residence, and identification number of the head of the branch or representative office.

3. Along with the notification prescribed in Clause 2 of this Article, the cooperative society must provide:

a) An authentic copy of the Business Registration Certificate;

b) A written decision by the Management Board regarding the establishment of the branch or representative office, appointment of the head of the branch or representative office, and minutes or resolutions of the Members' Congress on the establishment of the branch or representative office of the cooperative society.

4. If the business sectors of the branch are consistent with those of the cooperative society, and the content of the representative office's activities is consistent with the cooperative society's activities, within fifteen working days from the date of receipt of the notification, the business registration authority shall issue a Business Operation Registration Certificate for the branch or representative office.

After receiving the Business Operation Registration Certificate, the branch or representative office may have its seal engraved and use it.

5. In cases where the cooperative society establishes a branch or representative office in a different county or province from its main office location, within seven working days from the date of issuance of the Business Operation Registration Certificate for the branch or representative office, the cooperative society must notify in writing to the business registration authority at the location of its main office to supplement the business registration file..

6. In cases of establishing branches or representative offices abroad, the cooperative society must comply with Vietnamese laws and the laws of the foreign country.

Within fifteen working days from the official opening date of the branch or representative office abroad, the cooperative society must notify in writing to the business registration authority at the location of its main office to supplement the business registration file.

Article 17. Registration for Changing or Supplementing Business Sectors and Activities of Cooperative Societies

1. When changing or supplementing business sectors and activities, the cooperative society must notify the authority that issued the Business Registration Certificate. The notification shall include:

a) The name of the cooperative society, business registration number, and date of issuance of the Business Registration Certificate;

b) The address of the cooperative society's main office;

c) Registered business sectors and activities;

d) Supplementary or changed business sectors and activities;

đ) The full name, identification number, signature, and place of residence of the legal representative of the cooperative society.

2. Along with the notification prescribed in Clause 1 of this Article, there must be minutes or resolutions of the Members' Congress on the change or supplementation of business sectors and activities.

3. For changes or supplements requiring statutory capital, confirmation from the competent authority or a legal certificate proving the cooperative society's statutory capital must also be provided.

4. For changes or supplements requiring a professional certificate, a certified copy of the professional certificate according to the law must also be provided.

5. From the date of receipt of the notification, the business registration authority must issue a receipt and complete the registration for changing or supplementing business sectors and activities for the cooperative society within seven working days.

Article 18. Registration for Changing the Place of Business Registration of Cooperative Societies

1. When changing the place of business registration, the cooperative society must notify the issuing authority to withdraw the file. The notification shall include:

a) The name of the cooperative society, business registration number, and date of issuance of the Business Registration Certificate;

b) The address of the cooperative society's main office;

c) The previously registered place of business; the new place of business intended to move to;

d) Reasons for changing the place of business registration;

đ) The full name, identification number, signature, and place of residence of the legal representative of the cooperative society.

Along with the notification, there must be a written decision by the Management Board and minutes or resolutions of the Members' Congress on the change of the cooperative society's place of business registration.

2. From the date of receipt of the notification, the old business registration authority must issue a receipt and return all business registration files to the cooperative society within seven working days.

3. The cooperative society submits the business registration file to the new business registration authority and completes the business registration according to Article 15 of this Decree.

Article 19. Registration of Change of Main Office Address of a Cooperative

1. When transferring the main office address within the province, the cooperative shall notify the agency that issued the Business Registration Certificate to the cooperative. The notification shall include:

a) The name of the cooperative society, business registration number, and date of issuance of the Business Registration Certificate;

b) The address of the cooperative society's main office;

c) The proposed new main office address;

d) The name, identification number, signature, and place of residence of the legal representative of the cooperative.

Attached to the notification must be a decision in writing by the Management Board, minutes or resolution of the Members' Congress regarding the registration of change of the main office address of the cooperative.

From the date of receipt of the notification, the new business registration agency must issue a receipt and register the change of the main office address for the cooperative within seven days (working days).

If the cooperative does not receive the registration of the change of the main office address within seven days, the cooperative still has the right to move to the new office but must notify all creditors, the business registration agency at the new main office location, and the agency that issued the Business Registration Certificate before transferring the address.

2. When transferring the main office address of the cooperative to another province, the cooperative shall notify the business registration agency at the new main office location according to the contents specified in points a, b, c, and d of Clause 1 of this Article.

Attached to the notification must be a decision in writing by the Management Board, minutes or resolution of the Members' Congress regarding the change of the main office address of the cooperative.

From the date of receipt of the notification, the business registration agency at the new main office location must register the transfer of the main office address for the cooperative within fifteen days (working days).

If the cooperative does not receive the registration of the change of the main office address within fifteen days (working days), the cooperative still has the right to move to the new office but must notify all creditors, the agency that issued the Business Registration Certificate, and the business registration agency at the new main office location before transferring the address.

3. Changing the main office address of the cooperative does not alter the rights and obligations of the cooperative.

Article 20. Registration of Name Change of a Cooperative

1. When changing the name, the cooperative shall notify the agency that issued the Business Registration Certificate to the cooperative. The notification shall include:

a) The current name of the cooperative, business registration number, and date of issuance of the Business Registration Certificate;

b) The address of the cooperative society's main office;

c) The proposed new name.

d) The name, identification number, signature, and place of residence of the legal representative of the cooperative.

Attached to the notification must be a decision in writing by the Management Board, minutes or resolution of the Members' Congress regarding the name change of the cooperative.

2. From the date of receipt of the notification, the business registration agency must issue a receipt and register the name change for the cooperative within seven days (working days), if the proposed new name of the cooperative does not violate the regulations on naming cooperatives.

3. In case the name of the cooperative is identical or confusing with the name of another registered cooperative, within seven days (working days) from the date of receipt of the notification, the business registration agency must notify the cooperative in writing and guide the cooperative to choose a different name. After the cooperative complies with the above requirements, the business registration agency will register the name change for the cooperative.

4. Changing the name of the cooperative does not alter the rights and obligations of the cooperative.

Article 21. Registration of Change in Number of Members, Legal Representative, Management Board, Supervisory Board of a Cooperative

1. In cases where the cooperative expels members, members leave the cooperative, or new members join, resulting in a change in the number of members, the cooperative shall notify the agency that issued the Business Registration Certificate to the cooperative. The notification shall include:

a) The name of the cooperative society, business registration number, and date of issuance of the Business Registration Certificate;

b) The address of the cooperative society's main office;

c) The total number of members before the change; the new total number of members.

Attached to the notification must be a decision in writing by the Management Board, minutes or resolution of the Members' Congress regarding the expulsion of members, admission of new members, and members leaving the cooperative, resulting in a change in the number of cooperative members.

2. In cases where there is a change in the legal representative of the cooperative, the list of the Management Board, and the Supervisory Board of the cooperative, the cooperative shall notify the agency that issued the Business Registration Certificate to the cooperative. The notification shall include:

a) The name of the cooperative society, business registration number, and date of issuance of the Business Registration Certificate;

b) The address of the cooperative society's main office;

c) The name, identification number, position, signature, and place of residence of the person replacing the legal representative of the cooperative; the changed list of the Management Board and Supervisory Board of the cooperative.

Attached to the notification must be a decision in writing by the Management Board, minutes or resolution of the Members' Congress regarding the change in the legal representative of the cooperative, the list of the Management Board, and the Supervisory Board of the cooperative.

In cases where the legal representative of the cooperative or member of the Management Board of the cooperative who is the sole holder of a professional certificate for the cooperative operating in a regulated industry is replaced, attached to the notification must be a certified copy of the professional certificate of the replacement.

3. From the date of receipt of the notification, the business registration agency must issue a receipt and register the change in the number of members, legal representative of the cooperative, and the list of the Management Board and Supervisory Board of the cooperative within seven days (working days).

Article 22. Registration of Change in Charter Capital of a Cooperative

1. When the charter capital of the cooperative changes, the cooperative must notify the agency that issued the Business Registration Certificate to the cooperative. The notification shall include:

a) The name of the cooperative society, business registration number, and date of issuance of the Business Registration Certificate;

b) The address of the cooperative society's main office;

c) Business activities;

d) The previously registered charter capital, the proposed new charter capital, method, and timing of the change in capital.

đ) The full name, identification number, signature, and place of residence of the legal representative of the cooperative society.

Attached to the notification must be a decision in writing by the Management Board, minutes or resolution of the Members' Congress regarding the change in the charter capital of the cooperative.

2. From the date of receipt of the notification, the business registration agency must issue a receipt and register the change in the charter capital for the cooperative within seven days (working days).

3. In the case of reducing the registered capital of a cooperative operating in industries or professions that require a minimum capital, the business registration authority shall only register the reduction of the registered capital if the level of the registered capital after the reduction is not lower than the minimum capital requirement applicable to such industry or profession; the cooperative must simultaneously send a notification to the competent state management agency regarding the minimum capital requirement.

Article 23. Registration of the Charter of a Cooperative to the relevant national government agency responsible for external management (Ministry of Foreign Affairs, Department of Foreign Affairs, or Provincial People's Committee Office) at the provinces or cities directly under the Central Government where the foreign organization has its headquarters or will carry out activities, programs, or projects.

1. When amending the Charter of a cooperative, a notice of amendment of the Charter of the cooperative must be sent to the authority that issued the Business Registration Certificate for the cooperative. The content of the notice includes:

a) The name of the cooperative society, business registration number, and date of issuance of the Business Registration Certificate;

b) The address of the cooperative society's main office;

c) Business activities;

d) The amended Charter;

đ) The full name, identification number, signature, and place of residence of the legal representative of the cooperative society.

Accompanying the notice must be the decision in writing of the Management Board, the minutes or resolution of the General Assembly of Members on the amendment of the Charter of the cooperative and the amended Charter.

2. From the date of receipt of the notice, the business registration authority must issue a receipt and register the amended Charter for the cooperative within seven working days.

Article 24. Registration of business activities of cooperatives in division, separation, merger, and consolidation.

1. Registration of business when a cooperative divides

The dividing cooperative and the divided cooperative shall carry out business registration in accordance with Clause d, Clause 2, and Clause 3 of Article 40 of the Law on Cooperatives 2003 and the provisions of this Decree.

2. Registration of business when a cooperative separates:

a) The separating cooperative shall carry out business registration in accordance with Clause d, Clause 2, and Clause 3 of Article 40 of the Law on Cooperatives 2003 and the provisions of this Decree;

b) The separated cooperative shall carry out the change of business registration documents in accordance with Articles 17, 18, 19, 20, 21, 22, and Article 23 of this Decree.

3. Registration of business of merged cooperatives:

a) The merged cooperative shall carry out business registration in accordance with Clause c, Clause d, and Clause đ of Clause 2 of Article 41 of the Law on Cooperatives 2003 and the provisions of this Decree;

b) The business registration authority that has issued the Business Registration Certificate for the merged cooperatives must revoke the Business Registration Certificates of those cooperatives; the merged cooperatives must submit their seals to the competent state authority.

4. Registration of business of consolidated cooperatives:

a) The consolidating cooperative shall carry out business registration in accordance with Clause đ of Clause 3 of Article 41 of the Law on Cooperatives 2003 and the provisions of this Decree;

b) The business registration authority that has issued the Business Registration Certificate for the consolidated cooperative must revoke the Business Registration Certificates of those cooperatives; the consolidated cooperative must submit its seal to the competent state authority.

Article 25. Notice of Temporary Suspension of Operations

1. A cooperative temporarily suspending operations must notify in writing the authority that issued the Business Registration Certificate for the cooperative, the authority that issued the Business Registration Certificate for branches, representative offices, affiliated enterprises (if any), and the tax authority, statistical authority at least fifteen working days before the suspension of operations. The content of the notice includes:

a) The name of the cooperative society, business registration number, and date of issuance of the Business Registration Certificate;

b) The address of the cooperative society's main office;

c) Business activities;

d) The duration of the temporary suspension of operations, the start date, and the end date of the suspension period. The maximum duration of the temporary suspension of operations is twelve months;

đ) Reasons for the temporary suspension of operations;

e) Name, identification number, signature of the legal representative of the cooperative.

2. Accompanying the notice as stipulated in Clause 1 of this Article must be the minutes or resolution of the General Assembly of Members, the decision in writing of the Management Board on the temporary suspension of operations of the cooperative.

3. The business registration authority receives the notice and records it in the tracking book.

Article 26. Revocation of Business Registration Certificate

1. In cases where a cooperative is compulsorily dissolved, the business registration authority shall issue a written notice regarding the cooperative's violation, and at the same time submit a dossier to the People's Committee at the same level to issue a decision on compulsory dissolution when the cooperative violates any of the following circumstances:

a) The cooperative violates any of the circumstances stipulated in points a, b, and c, Clause 2, Article 42 of the Law on Cooperatives 2003;

b) The contents declared in the cooperative's business registration dossier are false, inaccurate, or the cooperative uses its name to operate illegally, and the business registration authority has issued a written notice to the cooperative's legal representative, but within three months from the date of receipt of the notice, the cooperative does not convene a member assembly to address the violation; the legal representative of the cooperative does not send the minutes or resolution of the member assembly, or the decision of the Management Board to the business registration authority;

c) The cooperative engages in prohibited industries or businesses, and the business registration authority has requested the cooperative to immediately cease such activities, but after receiving the notice, the cooperative continues to engage in those prohibited industries or businesses;

d) The cooperative engages in conditional industries or businesses without meeting the required conditions as prescribed by law. The business registration authority has requested the cooperative to immediately cease such activities, but after receiving the notice, the cooperative continues to engage in those industries or businesses;

đ) The cooperative fails to register for tax identification number within one year from the date it was granted the Business Registration Certificate;

e) The cooperative transfers its main office to another locality within one year without notifying the business registration authority.

After the People's Committee issues a decision on compulsory dissolution of the cooperative, the business registration authority shall revoke the Business Registration Certificate and remove the cooperative's name from the business registration book; the cooperative must immediately hand over its seal to the competent state agency.

2. In cases where a cooperative voluntarily dissolves, the revocation of the Business Registration Certificate shall be carried out as follows:

a) The cooperative sends a dissolution request letter and the resolution of the member assembly regarding the dissolution of the cooperative to the business registration authority that issued the Business Registration Certificate to the cooperative;

b) Within thirty days from the expiration date of debt repayment and contract termination announced by the cooperative, the business registration authority receiving the application must issue a notice approving or disapproving the dissolution request of the cooperative.

After issuing a notice approving the dissolution request of the cooperative, the business registration authority shall revoke the Business Registration Certificate and remove the cooperative's name from the business registration book; the cooperative must immediately hand over its seal to the competent state agency.

3. When a cooperative has a decision on compulsory dissolution or voluntary dissolution approval, the revocation of the Business Registration Certificate of the cooperative automatically takes effect for its branches, representative offices, and affiliated enterprises (if any); the legal representative of the cooperative and all members of the cooperative jointly bear responsibility for unpaid debts (if any), including taxes and financial obligations of the dissolved cooperative.

Article 27. Right to appeal of cooperatives

 Cooperatives have the right to appeal to competent state agencies or file a lawsuit with the court according to the provisions of the law in the following cases:

1. After the prescribed period from the date of submitting the business registration dossier, branch registration dossier, or representative office registration dossier as stipulated in Articles 15, 16 of this Decree, the cooperative does not receive the Business Registration Certificate, Branch Registration Certificate, or Representative Office Registration Certificate, or the cooperative disagrees with the business registration authority's decision to refuse issuance of the Business Registration Certificate, Branch Registration Certificate, or Representative Office Registration Certificate.

 2. After the prescribed period from the date of submitting the notification of change or supplementary registration as stipulated in Articles 17, 18, 19, 20, 21, 22, and 23 of this Decree to the business registration authority, the cooperative does not receive the change or supplementary registration for business operations as prescribed.

3. The business registration authority does not approve the voluntary dissolution of the cooperative.

Chapter IV

IMPLEMENTING PROVISIONS

Article 28. Handling Violations

Any individual or organization violating the provisions of this Decree and other related laws shall be handled according to Article 50 of the Law on Cooperatives 2003.

Article 29. Effectiveness

1. This Decree shall take effect fifteen days after its publication in the Official Gazette.

2. This Decree replaces Government Decree No. 16/CP dated February 21, 1997 on the conversion, registration of cooperatives, and the organization of operation of cooperative federations.

Article 30. Responsibility for Implementation

1. The Minister of Planning and Investment shall be responsible for guiding the implementation of this Decree.

2. Ministers, Heads of ministerial-level agencies, Heads of agencies under the Government, Chairpersons of provincial people's committees directly under the central government are responsible for implementing this Decree./.