In today’s increasingly dynamic economy, leasing a private enterprise has become a flexible solution that allows business owners to optimize resources while maintaining ongoing operations. However, to ensure that the rights and obligations of all parties are protected, Vietnamese law has clearly set out the procedures and requirements for notifying the competent authorities of an enterprise lease. These legal provisions aim to ensure strict management, transparency, and to minimize legal risks. The following article provides an in-depth analysis of the relevant legal provisions, the necessary procedures, and the implications of such regulations for business operations.

I. The need for notification of enterprise leasing

Currently, the demand for enterprise leasing in Vietnam is growing, allowing business owners to optimize capital, minimize operational risks, and make efficient use of assets. This model offers several advantages, such as maintaining cash flow, testing new business models without selling the enterprise, and expanding brand reach under the management of the lessee.

Common examples include leasing enterprises in manufacturing, transportation, healthcare, or real estate. For instance, a manufacturing company may lease its factory and machinery to maintain operations, while a transport company may lease its vehicle and business license for the lessee’s immediate exploitation.

The leasing process is relatively straightforward: The parties need only sign a lease agreement, notarize it, and send a notification to the business registration authority and the tax office. This flexible solution enables enterprises to access financial resources and scale up operations without requiring substantial capital investment.

II. Legal provisions on notification of enterprise leasing

1. Definition

Notification of enterprise leasing is a legal procedure that a private enterprise owner must perform when deciding to lease the entire enterprise. According to Article 191 of the Law on Enterprise 2020, the enterprise owner must send a written notification along with a notarized copy of the lease agreement to the business registration authority and the tax authority within three (03) working days from the effective date of the lease agreement.

2. Right to lease private enterprises 

Under Article 191 of the Law on Enterprise 2020, the owner of a private enterprise has the right to lease the entire enterprise but must send a written notification together with a notarized copy of the lease agreement to the business registration authority and the tax authority within three (03) working days from the date the lease agreement takes effect.

During the lease term, the enterprise owner remains legally responsible as the owner of the private enterprise. The rights, obligations, and liabilities of both the owner and the lessee regarding business operations are defined in the lease agreement.

Accordingly, Vietnamese law allows the private enterprise owner to lease the entire enterprise without transferring ownership; hence, the owner continues to take legal responsibility for the enterprise’s operations during the lease period.

3. Procedures for notification of enterprise leasing

In accordance with Article 191 of the Law on Enterprise 2020, the private enterprise owner must:

  • Execute a lease agreement clearly defining the rights, obligations, and responsibilities of the parties;
  • Have the agreement notarized to ensure legal validity; and
  • Submit a written notification enclosing the notarized lease agreement to the business registration authority and the tax authority within three (03) working days from the effective date of the lease agreement.

III. Questions on notification of enterprise leasing

1. What documents are required for an enterprise leasing notification?

Pursuant to Article 191 of the Law on Enterprise 2020, the notification dossier includes:

  • A written notification of enterprise leasing;
  • A notarized copy of the enterprise lease agreement.

2. Where should the notification dossier be submitted?

According to Article 191 of the Law on Enterprises 2020, the notification dossier must be submitted to the business registration authority and the tax authority.

3. What is the duration for processing the notification of enterprise leasing?

Under Article 191 of the Law on Enterprise 2020, the enterprise owner must notify the competent authorities within three (03) working days from the effective date of the lease agreement.

The authorities will then verify the validity of the submitted documents and update the enterprise’s information in the national business registration database.

4. What legal procedures must be carried out when notifying the lease of a private enterprise?

When notifying the lease of a private enterprise in Vietnam, the owner must perform the following legal steps:

  • Executing a lease agreement: The owner and the lessee must agree and sign a contract clearly stating the rights, obligations, and responsibilities of both parties.
  • Notarizing the agreement: The enterprise lease contract must be notarized to ensure its legality and enforceability.
  • Submitting notification: The owner must send a written notification along with a notarized copy of the lease agreement to the business registration and tax authorities within three (03) working days from the date the lease agreement takes effect.
  • Obtaining acknowledgement and updating information: Upon receiving the notification, the Business Registration Office will review the dossier, update the enterprise’s information in the National Enterprise Registration Database, and, if requested, issue a confirmation of the enterprise lease.

5. Must the notification of enterprise leasing be made public in the media, or is submission to authorities sufficient?

Under Article 191 of the Law on Enterprise 2020, the private enterprise owner only needs to send a written notification along with the notarized lease agreement to the business registration and tax authorities within three (03) working days from the effective date of the lease agreement. There is no requirement to publicly disclose this information through mass media channels.

6. Will the enterprise’s tax identification number or tax obligations change after notifying the lease?

Leasing the enterprise does not alter its ownership, meaning the owner remains legally responsible for the enterprise’s operations during the lease term.

Accordingly, the enterprise’s tax identification number remains unchanged, as each enterprise is issued a unique tax code that remains valid throughout its existence, regardless of any change in ownership or conversion of enterprise type.

IV. Legal consultancy services on notification of enterprise leasing

The above information, provided by Ngoc Phu Law Company Limited (NPLaw), aims to clarify legal concerns regarding the notification of enterprise leasing. Should readers require further legal assistance or have specific questions on this topic, please contact NPLaw for professional and timely support.