After 4 years of operation, the 2020 Enterprise Law has actively contributed to organizing corporate governance according to international practices, promoting business development, attracting investment resources in production and business, contributing to improving the investment and business environment.
However, over time, the 2020 Enterprise Law has revealed some limitations, no longer suitable for practical requirements.
This law does not stipulate specific charter capital levels for enterprises in general. Depending on the economic capacity of the owner and the purpose of operation, the charter capital will be decided voluntarily.
This is also a space for some subjects to take advantage of and find every way to "draw" a healthy enterprise to deceive investors.
The situation of increasing virtual capital, contributing fake capital... that has occurred in recent times has caused public outrage, greatly affecting the transparency of the market, as well as the confidence of investors.
The increase in virtual capital but the consequences occurred. The disadvantage belongs primarily to shareholders and investors. Because investors in the market often still believe that the larger the charter capital of a business, the higher the position of the business in the market of that business.
Sharing with PV, lawyer Nguyen Huy An (Hanoi Bar Association) said that increasing virtual capital or contributing fake capital has led to the assessment of the potential of enterprises being distorted, not accurately reflecting the real situation of enterprises. Many investors have become victims of this situation.
To overcome this situation, the draft Law on Enterprises (amended) is being appraised by the Ministry of Justice. The revised Law on Enterprises this time aims to supplement regulations on terminological explanation of fake records, dishonest, inaccurate records, and false declarations of charter capital; supplement regulations on prohibited acts of fake declarations.
In particular, for assets contributed capital in the direction of clearly stipulating that assets contributed capital are Vietnamese Dong and other assets specified in the Civil Code must be valued in Vietnamese Dong.
At the same time, it is added a regulation that the registration of changes in charter capital must be accompanied by a copy of documents proving the completion of the change in charter capital; supplement a regulation on the assignment of documents guiding the Law to specify in detail the cases in which the business registration dossier must supplement documents proving the ability to contribute capital.
Along with that, amending and supplementing the regulation that the business registration agency has the right to "Directsely or request competent state agencies to inspect and supervise enterprises according to the content in the business registration file; Require reporting and inspecting cases with unusual signs of charter capital registration and charter capital changes".
Lawyer An added that amending and supplementing the above regulations is very necessary. Along with that, it is necessary to consider increasing the penalty level for acts of false declaration of charter capital, dishonest declaration, and inaccurate declaration of business registration documents.
This is a new regulation, aiming to limit the situation of fake capital contributions and virtual capital increases, however, some opinions also say that this regulation increases procedures and can be a barrier for entities wishing to establish businesses.
