Guidelines for Implementation of Enterprise Registration Work

Article

Lao People's Democratic Republic
Peace, Independence, Democracy, Unity, Prosperity

Ministry of Industry and Commerce No. 240/MOIC
Vientiane Capital, September 2, 2024

Guideline
On the Organization and Implementation of Enterprise Registration Work

- Pursuant to the Law on Enterprises No. 33/NA, dated December 29, 2022;
- Pursuant to the Decree on the Organization and Operation of the Ministry of Industry and Commerce No. 275/PM, dated September 1, 2023;
- Pursuant to the proposal letter of the Enterprise Registration Department No. 1866/ERD, dated December 14, 2023.

In order to implement and expand the principles, methods, and procedures regarding enterprise registration work
In accordance with the provisions of the Law on Enterprises, aiming to make the organization and implementation of enterprise registration work convenient, fast, detailed, clear, and uniform nationwide.

The Minister of Industry and Commerce issues the following guidelines:

1. Enterprise Registration

Enterprise registration is as follows:

1) The Enterprise Registration Department shall register all forms or types of enterprises with offices located in the capital, as stipulated in the Law on Enterprises;

2) The Provincial and Capital Industry and Commerce Departments shall register all forms or types of enterprises with offices located in their respective provinces or capital, as stipulated in the Law on Enterprises;

3) The District and Municipal Industry and Commerce Offices shall register individual enterprises with offices located in their respective districts or municipalities.
Its staff are located in the district, city;

4) The Special Economic Zone Management Committee of the province, capital shall register enterprises of all forms or types that have their offices located within the special economic zone within their province, capital, as stipulated in the Law on Enterprises.

For businesses that do not require enterprise registration, which are activities under the management, monitoring, and inspection of relevant sectors as stipulated in laws and regulations, to conduct general business and to create favorable conditions for the Lao multi-ethnic people to learn to engage in business on their own from small to large, create jobs, create stable income to reduce poverty, and gradually shift towards a trading mindset to become stronger step by step.
For a group of companies, it means the combination of multiple companies that are related as legal persons to jointly conduct business under a contract in any activity, but without having to register a new enterprise, whereby the term "group" can be used as an enterprise name for registration or amendment of the content of the enterprise registration certificate, as stipulated in the framework of Article 1 of this guideline. For the rights, obligations and responsibilities of the companies composing the group, they shall be implemented in the same manner as general companies, as stipulated in relevant laws and regulations.

2. Application for Enterprise Registration
A person who intends to apply for enterprise registration may submit an application and supporting documents to the enterprise registration officer by the following two methods:
1) Submit the application and supporting documents at the office of the enterprise registration officer;
2) Submit the application and attach documents electronically.

3. Submission of enterprise registration at the Enterprise Registration Office
A. Submission of enterprise registration
Submission of enterprise registration means submitting an application in the prescribed form and supporting documents for enterprise registration to the enterprise registration officer at the Enterprise Registration Office.
B. Supporting documents for enterprise registration are as follows:
1) Documents for individual enterprise registration:
(1) Application for individual enterprise registration in the prescribed form;
(2) Copy of identity card or family book, and copy of passport for foreigners that is still valid.
In addition to the documents specified above, supplementary documents shall be attached according to each case as follows:
If the manager or business owner does not come in person, there must be a power of attorney or authorization letter, along with a copy of the ID card or household registration book and a copy of the passport (for foreigners) that is still valid, of the person authorized to handle matters related to business registration;

- If hiring an external person as manager, there must be a manager employment contract or a manager appointment letter.

Documents for registration of partnerships and companies:
(1) Business registration application form according to the prescribed form;
(2) Business establishment contract according to the prescribed form, except for single-member limited companies;
(3) Copy of ID card or household registration book and copy of passport (for foreigners) that is still valid.
In addition to the documents specified above, the following additional documents shall be submitted according to each case:

- If the shareholder or holder of shares is a legal entity, and the manager or director of that legal entity has not signed the enterprise establishment contract, there must be a letter of appointment authorizing the representative to sign on behalf of the manager or director of that legal entity. For a shareholder or holder of shares that is a legal entity established under foreign law, a copy of the enterprise registration certificate or document certifying the establishment of the legal entity must be provided, including the list of managers and shareholders of such legal entity;

- If the manager, director, shareholder or holder of shares does not come in person, there must be a power of attorney or
Power of attorney, together with a copy of ID card or household registration book and a copy of passport (for foreigners, still valid) of the person authorized to handle matters related to enterprise registration;

- A single-member limited liability company hiring an external person as manager must have a manager employment contract or a manager appointment letter;

Investment must have a state investment agreement according to the regulations of the financial sector;

Regarding joint venture enterprises.

Director, shareholder or

C. Procedures and timelines for consideration of enterprise registration shall be as follows:

1) The person intending to apply for enterprise registration shall submit an application together with supporting documents to the relevant enterprise registration officer in accordance with this guideline;
2) After receiving the enterprise registration application documents, the enterprise registration officer must check the quantity, type, completeness, and accuracy of the document content according to this guideline, complete it within one hour, and have the recipient and the applicant sign the document check sheet, and proceed as follows:

- After the documents are complete and correct, the applicant must be informed to pay the fees and service charges, and a tracking slip with the appointment date for receiving the enterprise registration certificate must be issued. The enterprise registration officer must issue the enterprise registration certificate within three working days from the date of issuing the tracking slip;

- In case the documents are incomplete and/or incorrect, the applicant must be advised to make corrections, and the points requiring correction must be clearly indicated on the document check sheet.
As stated above. After complete and correct revision, it shall be implemented according to the procedures and timeframes specified in Article 5 above.

4. Electronic Enterprise Registration Application
A. Enterprise Registration Application
Investors can submit applications and documents through the electronic enterprise registration system for enterprise registration via electronic means.

B. Enterprise Registration Application Documents
Electronic enterprise registration application documents shall be in PDF format, photographs, or electronic documents. The said documents shall be submitted in a complete set, identical to the documents submitted for enterprise registration at the office of the enterprise registration authority.

C. Procedures and Timeframes for Review and Issuance of Enterprise Registration Certificate are as follows:
1) A person intending to register an enterprise must verify their identity through the electronic enterprise registration system to obtain a system access code (ID).
2) After obtaining the ID, the applicant must use the ID to log into the electronic enterprise registration system to fill in information along with supporting documents according to this guideline.
3) After completing the information, the applicant must pay the fee through the electronic payment system. After paying the fee, the applicant must confirm the submission of the said information to the enterprise registration officer.
4) The enterprise registration officer must examine the content of the enterprise registration application documents as follows:
- After the documents are complete and correct, the applicant must be notified via the system, email, or text message (phone 8115) and informed of the date of issuance of the enterprise registration certificate, which must not exceed three working days from the date of notification.

- In case the documents are incomplete and/or incorrect, the applicant must be notified via the system, email, or text message (phone 8115) to make corrections, with clear guidance on what needs to be corrected. After the corrections are complete and correct, proceed according to the procedures and timelines specified in the preceding paragraph.

For the method of electronic submission of enterprise registration applications, follow the manual for using the electronic enterprise registration system.
11. Definition and Content of Enterprise Registration Certificate
1. Definition of Enterprise Registration Certificate
An enterprise registration certificate is a document certifying the establishment of an enterprise in accordance with the Law on Enterprises, valid nationwide. The enterprise registration certificate is not a business license.
The enterprise registration certificate issued by the enterprise registration officer at each service point can be used in electronic form or printed out for use in paper form, both forms having equal legal value and being stored in the enterprise registration system.

2. Content of Enterprise Registration Certificate
The enterprise registration certificate contains the following:
1) Enterprise name in Lao and English;
2) Enterprise registration number;
3) Enterprise type and/or form;
4) Office address, including branches;
Registered capital, including total number of shares and par value per share;
6) Director or manager;
7) Enterprise owner, shareholder or share holder, including shareholding ratio.

The enterprise identification number is the same as the taxpayer identification number, created through the connection between the enterprise registration system and the tax database system (13/11/15), the enterprise identification number is unique and not duplicated with other enterprise identification numbers.

111. Business activities after enterprise registration
An enterprise that has been registered must, before conducting business according to its objectives, apply for permission from the relevant sector, as follows:
1. For activities in the controlled list, apply for investment permission from the planning and investment sector
Must apply for a business license from the relevant sector according to laws and regulations before being able to conduct business;

2. For activities not in the control list, must apply for a business license from the relevant sector according to laws and regulations before being able to conduct business.

For activities that can be conducted immediately, must fully comply with the procedures and conditions related to that business as stipulated in the relevant laws and regulations.

For the relevant sector that has issued, amended, suspended, or revoked an investment license and/or business license, that sector must send copies of the documents to the enterprise registration authority that issued the enterprise registration certificate, in paper form or through an electronic system, within five working days from the date of issuance of such documents.
For public companies that have already registered as enterprises, in addition to applying for investment permits and/or business operation permits under Articles 1 and 2 above, they must apply for permission to raise capital through the capital market from the Securities Commission Office in accordance with securities laws and regulations. Only after obtaining the capital raising permit can they raise capital.

An enterprise may apply for investment permits and/or business operation permits for multiple activities from relevant sectors, unless otherwise provided by law.

1. Enterprise name and enterprise signboard
1. Enterprise name

The enterprise name is the name used by the enterprise from the date of its legal establishment until the date of its dissolution.

The name of a sole proprietorship must always include the enterprise form.
The name of a partnership or company must always include its form and type.

An enterprise name must have a name in Lao and English, except for a sole proprietorship which may or may not have an English name.

An enterprise name consists of the enterprise form and/or type and the specific name of the enterprise as follows:

1) Enterprise form and enterprise type

- Enterprise form names: sole proprietorship, partnership, and company;
- Enterprise type names: general partnership, limited partnership, limited liability company, single-member limited liability company, and public company.

2) The specific name of the enterprise is the name agreed upon or decided by the investors as the enterprise name, which may
You may use the name or surname of one or more persons, or any name as agreed. Additionally, you may choose a specific name for the enterprise according to the intended business objectives, but such name does not constitute permission to conduct business and cannot be used to carry out business activities.

For specific names of enterprises in English, they must be pronounced and/or have the same meaning as in Lao.

The name of a branch of a partnership or company must write the name of the enterprise establishing the branch first, followed by the word "branch" along with the location name of that branch.

2. Prohibited enterprise names
Prohibited enterprise names are as follows:
1) Names that duplicate the name of an already registered enterprise, written in the same language and having
All letters must be the same, both in Lao and/or English, except for the name of a sole proprietorship;

2) The name must not contradict the fine culture, traditions, or social order of the nation, as stipulated in relevant laws and regulations;

Full name or abbreviation of the country. Example: Lao PDR Co., Ltd.; Socialist Republic of Vietnam Co., Ltd.;

World Trade Organization (WTO) Co., Ltd.; United Nations (UN) Co., Ltd.;
Same as the form or type of enterprise. Example: Single Member Limited Company; Public Joint Stock Company; Sole Proprietorship Limited Company;
Names of state agencies and social organizations. Examples: Ministry of Industry and Commerce Company Limited; Lao Front for National Construction Organization Company Limited; Lao Women's Union Company Limited;

7) Lao names mixed with English or other foreign names. Examples: Sommixay 119 Company Limited; Kainoi General Partnership +0?19835;

8) Enterprise names in the form of images;

9) Enterprise names prohibited by laws and regulations.

3. Enterprise Name Examination
The enterprise name of partnerships and companies must be checked by the enterprise registration officer to ensure it is not a prohibited name through the enterprise registration system of the Ministry of Industry and Commerce at the time of considering the establishment or amendment of the content of the enterprise registration certificate.
For a sole proprietorship name, you may proceed directly with enterprise registration or amendment of registration content without needing to check through the enterprise registration system.

4. Writing of enterprise names for each form and type of enterprise
The writing of enterprise names for each form and type of enterprise must comply with the following:
4.1 Name of a sole proprietorship
For a sole proprietorship name in Lao, write the enterprise form name "sole proprietorship" first, followed by the specific name. For English, write the specific name first, followed by the enterprise form name "Sole Proprietorship".
Examples:
- Lao enterprise name: ວິສາຫະກິດສ່ວນບຸກຄົນ ອຸດອນ ພັດທະນາອະສັງຫາລິມະຊັບ
- English enterprise name: Oudone Phatthana A-sanghalimmasap Sole Proprietorship
4.2 Name of a partnership
The name of a shareholding enterprise in Lao shall begin with the form 'ordinary shareholding enterprise', followed by the specific name, and end with the form 'ordinary' or 'limited'. For English, write the specific name first, followed by the form 'Public Limited Company' or 'Private Limited Company'. Examples: - Lao enterprise name: ວິສາຫະກິດຮຸ້ນສ່ວນ ອຸດອນ ຣຽວ ເອັສເຕັສ ດີວີລອັບເມັນ ສາມັນ - English enterprise name: Udon Riew Estate Development Public Limited Company

4.3 Name of a company enterprise The name of a company enterprise in Lao shall begin with the form 'company', followed by the specific name, and end with the form 'limited', 'sole limited', or 'public'. For English, write the specific name first
Five. Company forms: Limited (00.11ໃ or (00010ເພພ/ 1ນົນ1ໄອໃ, Single-member limited (5016 (70.,1.ໄເ or 5016 (701ານຼວຫຟູ 1]]ກາໄ່ໄอ(), Public (4 ]ເຟ້ງ16 (?0ການວຫນູ).

Examples:

- Lao enterprise name: ບໍລິສັດ ອຸດອນ ພັດທະນາ ຣຽວ ເອັສເຕັສ ຈໍາກັດ

- English enterprise name: (0 0ຝ016 [ໄ6ຟ[ ມີ5ໄຊໄອ 1ມ67ຝ[00116ກ1ໄ້ (?0..1.ໄປ[

4.4 Branch name
The name of a branch of a partnership or company shall be written with the name of the partnership or company establishing the branch, followed by the word "ສາຂາ" and then the location of the branch. For English, write the name of the partnership or company establishing the branch first, followed by the location of the branch, and end with "ສາຂາ (Branch)".
Examples:
- Lao enterprise name: Udon Development Real Estate Co., Ltd. Champasak Branch
- English enterprise name: (Udon Development Real Estate Co., Ltd. Champasak Branch)

5. Management of Enterprise Names

After enterprise registration, if any enterprise name does not comply with the laws and regulations of the relevant sector and/or may cause damage to the business or reputation of the registered enterprise, the following actions shall be taken on a case-by-case basis:

5.1 Upon receiving a proposal from the relevant sector, the relevant enterprise registration officer must notify the enterprise to change such enterprise name within three working days. In case the enterprise fails to change the enterprise name within the specified time, the enterprise registration officer must suspend the use of the enterprise registration certificate.
The said enterprise, until there is a change and notification of the suspension or change of the said name, shall inform the relevant sectors for acknowledgment and implementation of measures as stipulated in the relevant laws and regulations.

5.2 Any enterprise name that causes damage to the business or business reputation of an enterprise may file a complaint with the Economic Dispute Resolution Center or Office, or file a lawsuit with the court in accordance with legal procedures. After the conclusion of the legal procedures, the enterprise or relevant state agency shall then submit to the enterprise registration officer who issued the enterprise registration certificate for reference in implementation.

6. Use of changed or deleted enterprise names

After the enterprise name has been changed to a new name, according to the change in the content of the enterprise registration certificate,
After the enterprise name has been deleted or removed from the national enterprise database due to dissolution, other individuals or legal entities may use that name to apply for registration or amendment of the enterprise registration certificate with the enterprise registration officer.

7. Enterprise Signboard
7.1 Content of Enterprise Signboard
The enterprise signboard must contain the following:
- The enterprise name as specified in the enterprise registration certificate;
- Enterprise identification number;
- Contactable telephone number;
- Logo or QR code (if any).

For signboards written or printed in Lao and English, the Lao name shall be placed on top and the English name below. The size of English letters shall not exceed two-thirds of the Lao letters.

In case of changes to the content of the enterprise registration certificate, if necessary, the content must be changed
On the enterprise signboard, the enterprise must replace the signboard to conform to the aforementioned changes.

7.2 Size, background color, and font of the enterprise signboard

(1) The minimum size shall not be less than 30x60 centimeters.

(2) For private enterprise signboards: yellow background, red font. For state enterprise signboards: white background, red font. (See attached sample enterprise signboard).

7.3 Display of the enterprise signboard
Enterprises and their branches must display their enterprise signboard within sixty days from the date of enterprise registration.
The enterprise signboard may be displayed at the enterprise's office location as appropriate.

Chapter 8. Amendment of contents of the enterprise registration certificate

1. Notification of amendment of contents of the enterprise registration certificate
If an enterprise changes the content of its enterprise registration certificate, it shall submit an application and supporting documents to the enterprise registration officer to issue a new enterprise registration certificate.

For notification of changes to the content of the enterprise registration certificate via electronic means, the application and supporting documents shall be submitted to the enterprise registration officer through the enterprise registration system using the system login code (user ID), and then follow the steps specified in Article 3 of this guideline.

2. Supporting documents for notification of changes to the content of the enterprise registration certificate
The notification of changes to the content of the enterprise registration certificate includes the following main documents:
(1) Application for change of content of the enterprise registration certificate according to the prescribed form;
(2) Original enterprise registration certificate, except for changes to the content of the enterprise registration certificate via electronic means or damage;
(3) Consent letter, according to each form and type of enterprise as follows:
- Sole proprietorship: must have a consent letter from the owner of the sole proprietorship in case of hiring an external person as manager;
- Partnership: must have a consent letter from the partners' meeting. In case the partner is a legal entity, the person signing the consent letter of such partners' meeting must be the manager, director, or authorized person with written authorization of that legal entity;
- Limited company and public company: must have a resolution of the shareholders' meeting (in case of no voting rights). In case the shareholder is a legal entity, the person signing the resolution of such shareholders' meeting must be the manager, director, or authorized person with written authorization of that legal entity;
A single-shareholder limited company must have a written consent from the shareholder in case of hiring an external person as manager;

State enterprises must have a certificate of change of content in the enterprise registration certificate according to the regulations of the Ministry of Finance;

In addition to the documents specified above, the following documents shall be submitted additionally depending on each case:

(1) If the manager, director, enterprise owner, shareholder or stockholder does not come in person, there must be a power of attorney or authorization letter, together with a copy of the identity card or family book, and a valid passport for foreigners;

(2) Change of manager, director, enterprise owner, shareholder or stockholder
or still valid household registration book and passport for foreigners;

(3) Change of owner of a sole proprietorship must have a business transfer contract or ownership transfer document and be certified by the court registration department according to the law on court registration;

(4) Change, increase, decrease and change of shareholding ratio of shareholders or shareholders:

Shares must copy ID card

- Share transfer contract must be certified by the court registration department according to the law on court registration
Except for the addition of shareholders or new shareholders by increasing the registered capital of the enterprise, it shall be carried out according to the shareholders' meeting agreement or the shareholders' meeting resolution. In case the new shareholder or new shareholder is a legal entity, a copy of the enterprise registration certificate or legal entity certification document must be provided
Legal entity, including the list of shareholders or shareholders of such legal entity.

- In case of adding shareholders or shareholders by increasing capital for enterprise registration, new shareholders or new shareholders must sign the shareholders' meeting agreement or shareholders' meeting resolution.

(5) Inheritance from a deceased sole proprietor, shareholder or shareholder must be certified by the court registration department in accordance with the law on court registration;
(6) Change or reduction of shareholders who have not paid up shares under Article 102 on consequences of non-payment of shares of the Law on Enterprises:
- Certificate of non-payment of shares from the director and/or shareholders who have paid up shares must be certified by
The Court Registration Sector, according to the Law on Court Registration (if a shareholder is a legal entity, the person signing the shareholders' meeting resolution must be the manager, director, or authorized person with written authorization from that legal entity).

- In case of change of shareholders, the new shareholder must sign the shareholders' meeting resolution.

(7) Reduction of registered capital of a company must have evidence of public announcement through mass media (via newspaper or the National Enterprise Database website) at least three times, which may be consecutive or non-consecutive;
(8) Conversion of a sole proprietorship into a partnership must submit documents according to Article 2 of this guideline;
(9) Conversion of a sole proprietorship or partnership into a limited company:
- Attach documents as per Article 2, paragraph 1 of this guideline;
- Declaration of correct and complete settlement of debts from the enterprise owner or manager.
(10) Conversion of a public company into other enterprise forms and types:
- Notification from the Securities Commission Office in case the public company does not meet conditions or does not intend to raise capital through the capital market according to laws and regulations on securities;
- Notification from the Lao Stock Exchange in case the public company has terminated its status as a listed company on the Lao Stock Exchange.
(11) Merger or division of enterprises must have evidence of public announcement through media (newspaper or national enterprise information website) at least once;
(12) Change of name, surname or nationality of the owner of a sole proprietorship, shareholders, managers and directors, as follows:
- Lao individual: copy of family book or ID card or certificate of change of name and/or surname from the Ministry of Interior;
- Foreign individual: copy of passport or certificate of nationality or certificate of change of name and/or surname from the consulate or embassy of that country in the Lao PDR;
- Legal entity shareholder: copy of enterprise registration certificate or documents related to the change of name of such legal entity.

3. Procedures and timeframes for changing enterprise registration content

An enterprise intending to change the content of its enterprise registration shall submit an application together with documents
For enterprise registration officials, when issuing an enterprise registration certificate, the enterprise registration official must follow the procedures and timelines for reviewing and issuing the enterprise registration certificate as stipulated in Articles 3 and 4, paragraph 1 of this guideline.
For electronic notification of changes to the content of the enterprise registration certificate, the procedures and timelines for reviewing and issuing the enterprise registration certificate as stipulated in Article 4 (c) of this guideline shall be followed.
4. Effect of changes to enterprise registration content
After the change of enterprise registration content, the previous liabilities shall not be extinguished, including tax obligations and other obligations as stipulated by laws and regulations.
In the case of such change of enterprise registration content, if it is necessary to change the content of the certificate
Permitted, the enterprise that changes the content of the enterprise registration certificate must submit the relevant plan to change the license in accordance with laws and regulations.

Section 4: Branches of Enterprises
1. Principles regarding branches of enterprises
Partnerships and companies may establish their own branches, except for sole proprietorships.
An enterprise (legal entity) registered under foreign law that intends to establish a branch in the Lao PDR must register as a legal entity according to the type, form, and pattern of enterprise as stipulated in the Law on Enterprises.

A branch of an enterprise is part of the business organizational structure of the enterprise, acting as a representative in management and assisting the enterprise that established the branch; such branch does not have the status of
A legal entity separate from that enterprise.

Branches of an enterprise may have one or more branches in one province or several provinces, throughout the country, depending on the decision of the enterprise, and may operate within the scope authorized by the enterprise establishing the branch. This authorization must be made in writing and must not exceed the rights and duties of the enterprise establishing the branch as stipulated by laws and regulations.

The enterprise establishing the branch shall be responsible for all acts of its branch as if they were its own acts. In case of a lawsuit against a branch of an enterprise, it shall be deemed as a lawsuit against the enterprise that established the branch.

2. Procedures and timelines for adding branches, reducing branches, and changing branch information
An enterprise intending to add branches, reduce branches, or change branch information shall submit an application for amendment of content
In the enterprise register, together with the accompanying documents as per Article 2 of this guideline, submit to the enterprise registration officer who issues the enterprise registration certificate for consideration in accordance with the procedures and timelines for issuing the enterprise registration certificate as stipulated in Articles 3 and 4 of this guideline.
After adding, reducing, or changing branch information in the enterprise registration certificate, the enterprise registration officer who issued the certificate must notify the enterprise registration officer who established that branch for their information.
The branch information of the enterprise specified in the enterprise registration certificate includes:
(1) Branch name;
(2) Branch office address and telephone number;
(3) Name, surname, and nationality of the branch head.
3. Activities after the establishment of an enterprise branch
Enterprises that have added a branch to their enterprise registration certificate must comply with the laws and regulations of the relevant sector before that branch can operate.

Article 11. Enterprise Seal

Enterprises and their branches may request to have their own seal made for use in business operations, which is at the discretion of the enterprise, as an option, and may or may not have one.

To request the making of a seal, a copy of the enterprise registration certificate shall be submitted to the public security sector for consideration of making the seal and issuance of a permit to use the seal in accordance with regulations.

In the case where the specific name of the enterprise indicates the objective or purpose of its business operations, such as school, college, the enterprise shall submit a proposal to the public security sector for
Consider, inspect and issue seal usage permits in accordance with regulations.

2. Application for replacement of enterprise registration certificate

Application for replacement of enterprise registration certificate: due to the paper enterprise registration certificate being stained, torn and damaged, the enterprise intends to apply for a replacement paper enterprise registration certificate. It must submit a request to the enterprise registration officer, who will issue a new enterprise registration certificate.

After receiving the application from the enterprise, the enterprise registration officer must consider and issue the enterprise registration certificate within three working days from the date of receipt of the application.

For the reissued enterprise registration certificate, its content must be complete and identical to the original, including the date of issuance of the enterprise registration certificate, the same as the stained, torn and damaged paper enterprise registration certificate.
1. Suspension and revocation of suspension of use of enterprise registration certificate and termination of taxpayer identification number
Suspension of use of enterprise registration certificate is a measure taken by the enterprise registration authority against enterprises that violate relevant laws and regulations, based solely on the proposal of the tax authority. It is a cooperative measure between the tax authority and the enterprise registration authority to ensure that enterprises comply with laws and regulations on tax work.

11

The enterprise registration authority must implement the suspension, revocation of suspension of use of enterprise registration certificate, and termination of taxpayer identification number as follows:

1. After receiving the proposal to suspend the use of the enterprise registration certificate from the tax authority,
The relevant enterprise registration officer must issue a notice of suspension of the use of the enterprise registration certificate and change the status of the enterprise in the enterprise registration system to suspended use of the enterprise registration certificate within two working days from the date of receipt of the proposal from the tax officer. After the enterprise has been suspended from using the enterprise registration certificate, it cannot use that enterprise registration certificate and cannot change the content of the enterprise registration until the tax officer notifies the relevant enterprise registration officer to cancel the suspension.

2. After receiving the proposal to cancel the suspension of the use of the enterprise registration certificate from the tax officer, the enterprise registration officer must issue a notice of cancellation of the suspension of the use of the enterprise registration certificate.
and must change the status of the enterprise in the enterprise registration system to 'operating' within two working days from the date of receipt of the notification from the tax authority.

3. After receiving notification from the tax authority regarding the termination of the taxpayer identification number in accordance with laws and regulations, the enterprise registration authority must follow the procedures for dissolution of the enterprise as stipulated in the Law on Enterprises and this guideline.

3% Section. Dissolution of Enterprise
1. Notification of Dissolution of Enterprise
An enterprise intending to dissolve shall submit an application and supporting documents to the enterprise registration authority that issued the enterprise registration certificate, except for dissolution by court judgment.
For dissolution of an enterprise via electronic means, submit the application and supporting documents to the enterprise registration officer through the enterprise registration system using the system login credentials (username and password), then follow the procedures specified in Article 2 or Article 3 of this guideline.

2. Dissolution of a sole proprietorship
Supporting documents:
(1) Application for dissolution of enterprise according to the prescribed form;
(2) Original enterprise registration certificate, except for dissolution via electronic means or if lost/damaged;
(3) Certificate of permanent cessation of business activities or certificate of termination of taxpayer identification number from the tax authority, or an agreement on cancellation of tax debts from the Minister of Finance;
In addition to the documents specified above, additional documents shall be submitted according to each case as follows:

- Dissolution by court judgment must have an order to cease execution of the court judgment from the justice sector;

If the manager or enterprise owner does not come in person, there must be a power of attorney or authorization letter, together with a copy of the identity card or family book, and a copy of the passport for foreigners that is still valid, of the person granting the power of attorney or authorization.

2. Procedure for dissolution of enterprises
An enterprise intending to dissolve must carry out liquidation according to the procedures prescribed by laws and regulations. After the liquidation is completed, it must notify the enterprise registration authority.

3. Dissolution of partnerships and companies
To consider issuing a notice regarding the dissolution of an enterprise and the removal of the enterprise name from the national enterprise database, and also to notify about the name removal on the national enterprise website, within three working days from the date of receiving the correct and complete enterprise dissolution documents.

Attachments:
(1) Application for enterprise dissolution according to the form;
(2) Original enterprise registration certificate, except in case of dissolution via electronic means or loss/damage;
(3) Certificate of permanent cessation of business activities or certificate of termination of taxpayer identification number from the tax department, or an agreement on cancellation of tax debt from the Minister of Finance;
(4) Evidence of notification through mass media, i.e., notification via newspaper or the national enterprise website.
Nation, two notices (First: notice regarding the dissolution of enterprises and appointment of liquidators; Second: notice regarding the completion of asset conversion and debt liquidation);

(5) Written consent according to each form and type of enterprise as follows:

Joint-stock company must have a written consent of the shareholders' meeting. In case the shareholder is a legal entity, the person signing the said consent of the shareholders' meeting must be the ... (missing text) ... director, manager, or authorized person with written authorization from that legal entity;

Limited company and public company must have a resolution of the shareholders' meeting (in case the shareholder who does not ... has no voting right in the shareholders' meeting). In case the shareholder is a legal entity, the person signing ...
The signatory of the said shareholders' meeting resolution must be the manager, director, or authorized representative with written authorization of that legal entity;
A single-member limited company must have a written consent from the shareholder in case of hiring an external person as manager;
A state enterprise must have a certificate of enterprise dissolution in accordance with the regulations of the financial sector.
In addition to the documents specified above, additional documents shall be submitted on a case-by-case basis as follows:
For dissolution by court judgment, there must be an order to close the execution of the court judgment from the justice sector;
If the manager, director, shareholder, or shareholder does not come in person, there must be a power of attorney or
Transfer of rights, together with copies of identity card or household registration book and copies of passport (for foreigners, still valid) of the transferee or assignee.

2) Procedure for dissolution of enterprise
(1) An enterprise intending to dissolve must notify the relevant enterprise registration authority of the dissolution within ten working days from the date of the cause for dissolution, by submitting the original enterprise registration certificate and the written agreement according to each form and type of enterprise. After receiving the notification from the enterprise, the enterprise registration authority must change the status of the enterprise in the enterprise registration system to 'undergoing dissolution' within one working day from the date of receipt of the notification.
(2) The enterprise conducts liquidation in accordance with the procedures prescribed by laws and regulations;

(3) After the enterprise notifies the completion of liquidation, the enterprise registration authority shall issue a notice regarding the dissolution of the enterprise and remove the enterprise's name from the national enterprise database, and also publish the notice of such removal on the national enterprise database website within three working days from the date of receiving the correct and complete dissolution documents.

In case the enterprise has conducted liquidation in accordance with the procedures prescribed by laws and regulations but has not notified the enterprise registration authority in advance, the provisions of paragraph (3) above shall apply.

4. Consequences of enterprise dissolution
1) The owner of a sole proprietorship cannot conduct business in the name of the sole proprietorship from the date the enterprise registration authority issues the notice of dissolution of the enterprise. In case the liquidation is not in accordance with the facts, the liquidator and the owner of the enterprise shall be liable for damages caused by the liquidation on a case-by-case basis.
2) Partnerships and companies cease to have legal personality from the date the enterprise registration authority issues the notice concerning the dissolution of the enterprise. In case the liquidation is not in accordance with the facts, the liquidator, shareholders or related shareholders shall be liable for damages caused by the liquidation on a case-by-case basis within five years from the date the enterprise registration authority issues the notice concerning the dissolution of the enterprise.
3) The enterprise name shall be dissolved simultaneously with the dissolution of the enterprise. In case a person intends to use such name, they may use it for registration or modification of the enterprise register.

4. Completion of information according to the form and language used
Completion of information in the application for enterprise registration, modification of enterprise register content, and dissolution of enterprise according to the form is the agreement and responsibility of the enterprise and related persons. If the information and accompanying documents are untrue or violate the law, the violator shall be liable under the law, including for damages incurred.

Completion of information in the application for enterprise registration, modification of enterprise register content, and dissolution
The enterprise may fill out the form by hand or by computer, but must sign the name and surname of the manager or director, and may or may not affix the enterprise seal.

For documents related to enterprise registration and changes to registration content, if the manager, director, owner, shareholder or stockholder are all Lao nationals, one original set and one copy set must be submitted. In case the manager, director, owner, shareholder or stockholder are foreigners, one original set and two copy sets must be submitted.

For documents related to enterprise dissolution, one original set must be submitted.
For the language used in the forms for enterprise registration, amendment of enterprise registration content, and dissolution of enterprise, it must be in Lao, except for the names and addresses of foreign individuals and legal entities which may be in English letters. In case the supporting documents are in a foreign language, they must be translated into Lao, with the translation certified by a licensed translation enterprise or the court registry as stipulated in the Law on Court Registry.

Article 11. Fees and Service Charges
Fees and service charges related to enterprise registration shall be in accordance with the Decree of the President on Fees and Service Charges as promulgated from time to time, and must be paid in full before the issuance of the enterprise registration certificate. Fees and service charges must be displayed at the enterprise registration service point.
4. Management of the National Enterprise Registration Database
The management of the National Enterprise Registration Database is the responsibility of the enterprise registration officer for creating, developing, collecting, maintaining, using, and providing information about enterprises to the public and private sectors, and for linking the National Enterprise Registration Database with relevant sectors.

1. Enterprise Registration System
The Enterprise Registration System is a database that stores information on registered enterprises and business licenses from relevant sectors, serving as data for analysis, research, and statistical evaluation of the increase or decrease of business units, aimed at promoting and facilitating the creation of a business population.
The Enterprise Registration System includes the following functions: enterprise registration, modification of enterprise registration content
Activities, dissolution of enterprises, inspection of enterprises, collection of electronic documents, database management, data connection with tax information system and related agencies to collect information on business licenses through the system and other duties related to enterprise registration work.

2. National Enterprise Database Website
The National Enterprise Database Website is the official channel for searching business entity information, notifying about mergers, divisions, capital reduction, suspension of use of enterprise registration certificates, enterprises being dissolved, dissolved enterprises, and information on the movement of enterprise registration work.

3. Establishment of Enterprise Registration System
The Enterprise Registration Department is responsible for establishing, managing, and developing the enterprise registration system.
Activities involve collecting, recording, analyzing, researching, and correcting data.

4. Integration of Enterprise Registration Data
The enterprise registration department coordinates with ministries, organizations, sectors, and local administrations to integrate data between the enterprise registration system, the tax information system, and related systems. In cases where the relevant sector does not have a system capable of data integration, that sector shall be allowed to use the enterprise registration system by using a specific code (No. 867) to exchange and collect data for issuing, modifying, suspending, canceling, or revoking business licenses, and other data related to enterprise registration work, including data exchange with foreign countries concerning enterprise registration work.

5. Reporting of Enterprise Registration Data
The enterprise registration department summarizes and reports enterprise registration data to its vertical and horizontal departments regularly on a weekly, monthly, period, quarterly, and yearly basis.
Enterprises can update their registration data through the enterprise registration system after registration.

6. Data Retention

Data of registered enterprises is retained in paper document form (File 0001) in the office of the enterprise registration officer and in electronic document form (File 0007) electronically in the enterprise registration system, including at the enterprise's own office, and such data must be kept throughout the entire business operation period of that enterprise.
Information of enterprises that are dissolved according to the Law on Enterprises, including dissolution due to bankruptcy of the enterprise, must be kept in the enterprise registration system for five years from the date the enterprise registration officer issued the notice regarding the dissolution of the enterprise or dissolution due to bankruptcy of the enterprise.

7. Access and Service of Providing Enterprise Registration Information

Individuals, legal entities, and organizations can view and search for enterprise registration information through the National Enterprise Database website.

For individuals, legal entities, and organizations that require written enterprise information, they shall request copies of the enterprise registration certificate and documents related to enterprise registration from the enterprise registration officer.
Issuance of enterprise registration certificates and through electronic means, paying fees and service charges according to regulations.

After receiving a request for enterprise registration information from individuals, legal entities, or organizations, the relevant enterprise registration officer must provide the information as requested within three working days.

Article 4. Implementation
Assign the Department of Enterprise Registration, Ministry of Industry and Commerce, to coordinate with the Provincial and Capital Departments of Industry and Commerce, District and Municipal Offices of Industry and Commerce, Special Economic Zone Management Committees, and relevant parties to disseminate, guide, and implement this agreement effectively.

Article 5. Effect
This instruction shall come into force fifteen days after the date of signing and shall be officially registered.
Enterprises that were registered before the effective date of this instruction shall continue to operate; when there are changes to the content of the enterprise registration certificate, they must strictly comply with the provisions of this instruction.
This instruction replaces "ກສາ" "ນມະນມະນ່ມາະພມະແມ ທີນໍາໃຊ້"
applied during the transitional period before the effective date of this instruction.

Malaythong Komsith

Annex
|. Private enterprise signboard format

Logo
(if any)

5 ຂ ພ,
(Enterprise name in Lao)

QR code
(if any)

ແ Vane In Lao Legal Services Sole Co., Ltd.
ກ 0!145 (|! [ 405 ( <6/4. ຣໄ/(06 ຣ0( 6 006. 10

Enterprise registration number (ັກໄຣອກວຕຣ6 ກຕເຕາ06ປ): 01-00021575
Taxpayer Identification Number: 123454678998
Telephone: 021 475855, 020 55555666, Fax: 021 346578

Annex:
Logo (Lao enterprise name)
(if any)
- Pattern
QR Code (English enterprise name)
(if any)

Lao State Enterprise

[ illegible text ]

Enterprise Registration Number: 01-00021575
Taxpayer Identification Number: 123454678998

Telephone: 021 475855, 020 55555666, Fax: 021 346578