Article 84. Legal
An organization that is recognized as a legal entity when it satisfies the following conditions:
1. To be legally established;
2. Having a tight organizational structure;
3. Is there an independent assets to individuals, organizations and self-responsibility with the property;
4. On behalf of their participation in legal relations independently.
Article 85. Establishment of legal entities
Legal entities established under the initiative of individuals, organizations, or by decision of state agencies having jurisdiction.
Article 86. The civil legal capacity of a legal person
1. The civil legal capacity of a legal person is the ability to have the rights of legal entities, civil obligations in line with the purpose of its activities.
2. The civil legal capacity of a legal entity arising from the time entity established and terminated from the time of termination of a legal entity.
3. The legal representative or authorized representative of a legal entity on behalf of a legal entity in civil relations.
Article 87. The name of the entity
1. A legal person must have called in Vietnamese, demonstrated organizational forms of legal persons and distinguish them from other entities in the same field of activity.
2. A legal person must use his name in civil transactions.
3. The name of the entity is legally recognized and protected.
Article 88. Charter of a legal entity
1. In the case of legal persons by law must have a charter, the charter of the legal entity must be the founder or member congress through; charter of a legal person must be competent state agencies recognized authority in cases specified by law.
2. The charter of a legal entity with the following major contents:
a) The name of a legal entity;
b) The purpose and scope of activities;
d) Capital, if any;
e) Structure; election procedures, election, appointment, dismissal, demotion, duties and powers of the titles of executive agencies and other bodies;
e) The rights and obligations of the members;
g) The procedures for amendment and supplementation of the charter;
h) Conditions for the consolidation, merger, division, separation, dissolution of a legal entity.
3. The amendments and additions to the charter of the legal entity must be state agencies have recognized competence in cases prescribed by law.
Article 89 The agency's operating entity
1. A legal person must have executive authority.
2. The organization, tasks and powers of the executive body of the legal entity specified in the charter of the legal entity or the decision to establish a legal entity.
Article 90. Head of the legal entity
The head office of the legal entity where the executive body of the legal entity.
Contact address is the address of the legal entity of the legal entity headquarters. French workers can choose other places as contacts.
Article 91. Representatives of legal entities
1. Representatives of legal persons may be the legal representative or authorized representative. The representatives of legal entities must comply with the provisions of Chapter VII of the representative, the first part of this Code.
2. A representative of a legal person under the laws specified in the charter of the legal entity or the decision to establish a legal entity.
Article 92 representative offices and branches of legal entities
1. Legal persons may set a representative office, a branch elsewhere with the headquarters of the entity.
2. Representative offices are dependent units of the legal person responsible for representing the interests authorized by the legal persons and the protection of such interests.
3. Branches are dependent units of a legal entity, is responsible for performing all or part of the functions of the entity, including the function of an authorized representative.
4. The representative office, branch is not a legal entity. The head of the representative office, branch perform their authorized duties within the legal person and the authorized duration.
5. Legal persons have rights and civil obligations arising from civil transactions by the representative office, branch established and implemented.
Article 93. Civil liability of legal persons
1. Legal persons shall be liable for the performance of civil rights and civil obligations established by their representatives, carried out on behalf of a legal entity.
2. Legal person responsible for civilian by his property; is not responsible for replacing members of the entity for civil obligations established by members, not done in the name of a legal entity.
3. Members of the entity is not liable for the legal person civil to civil obligations established by legal persons, perform.
Article 94. Consolidation of legal persons
1. Legal entities of the same type can be merged into a new entity under the provisions of the charter, according to the agreement between the entity or by decision of state agencies having jurisdiction.
2. After the merger, the former legal entity termination; the rights and obligations of civil legal persons shall be transferred to the new entity.
Article 95. Merger of legal entities
1. An entity may be merged (hereinafter referred to as the merged entity) to another entity of the same type (hereinafter referred to as merged entity) under the provisions of the charter, according to the agreement between the or legal persons as decided by the state agency having jurisdiction.
2. After the merger, the merged entity to terminate; the rights and obligations of civil merged entity is transferred to the merged entity.
Article 96. Share entity
1. An entity may be split into several legal entities under the provisions of the charter or the decision of the competent state authority.
2. After the split, terminate such legal person; rights and civil obligations of such legal person shall be transferred to the new entity.
Article 97. Separation of entity
1. An entity may be split into several legal entities under the provisions of its charter or the decision of the competent state authority.
2. After separation, the separated entity and legal entity separate exercise their rights, fulfill their obligations in line with the purpose of the operation of such entities.
Article 98. Dissolution of the entity
1. Legal persons may be dissolved in the following cases:
a) Under the provisions of the Charter;
b) According to the decision of the competent state authority;
c) The duration of operation stated in the charter or the decision of the competent state authority.
2. Before dissolution, legal entities must perform a full range of financial obligations.
Article 99. Termination of legal entities
1. Legal terminated in the following circumstances:
a) Consolidation, merger, division and dissolution of legal persons as defined in Articles 94, 95, 96 and 98 of this Code;
b) Being declared bankrupt according to law on bankruptcy.
2. The legal person shall terminate from the time of deletion of names in the register of legal entities or from the time specified in the decision of the competent state authority.
3. Upon termination of a legal entity, the property of the entity to be resolved in accordance with the law.
Article 100. The types of legal entities
1. State agencies, people's armed units.
2. Political organizations, political organizations - social.
3. Economic organizations.
4. Social Political organizations - professional, social organizations, social organizations - professional.
5. Social funds and charity funds.
6. Other organizations meeting all the conditions stipulated in Article 84 of this Code.
Article 101. Legal persons are state agencies, units of the People's Armed Forces
1. State agencies, people's armed units assigned by the State to perform asset management functions of state and perform other functions not intended to be a legal business person joining civil relations history.
2. State agencies, people's armed units responsible for civilian involves performing the function, his duties by funds allocated from the state budget.
3. In the case of government agencies, people's armed units perform earning activities as prescribed by law shall be subject to civil liability related to revenue-generating activities with the assets acquired from this dynamic.
Article 102. Legal persons are political organizations, political organizations - social
1. Political organizations, political organizations - social management, use and disposal of the assets owned by themselves in order to achieve the objective of political, social, legal entities under the Charter are joining relations Civil.
2. The assets of political organization, political organization - society can not be distributed to the members.
3. Political organizations, political organizations - social responsible by the people of his property, except property which according to law is not used to bear civil liability.
Article 103. Legal is an economic organization
1. State enterprises, cooperatives, limited liability companies, joint stock companies, enterprises with foreign investment and other economic organizations meet the conditions stipulated in Article 84 of this law is a legal entity.
2. Economic organizations must have a charter.
3. Economic organizations responsible for civilian with his property.
Article 104. Legal persons are social and political organizations - professional, social organizations, social organizations - professional
1. Social Political organizations - professional, social organizations, social organizations - professional state agency authorized to permit the establishment and recognition of the charter and has a membership of individuals and organizations voluntary contributions or membership fees assets to serve the purposes of the General Assembly and the needs of the members are legal persons participating in civil relations.
2. Social Political organizations - professional, social organizations, social organizations - professional civil liable by its assets.
3. In the case of political and social organizations - professional, social organizations, social organizations - professional terminating operation, the assets of organizations that are not distributed to members that must be addressed determined in accordance with the law.
Article 105. Legal persons are social funds and charity funds
1. Social funds, charity funds are state agencies competent to permit the establishment and recognition of the charter, activities for the purpose of encouraging the development of cultural, scientific, charitable and social purposes , other humanitarian non-profit aims are legal persons participating in civil relations.
2. The assets of the social funds and charitable funds are managed, use and dispose of in accordance with the law and consistent with the purpose and operation of funds stipulated by the charter.
3. Social funds, charity funds are only allowed to carry out the activities stipulated in the charter are state agencies competent to recognize, within the scope of the Fund's assets and shall bear civil liability with the property dirty.
4. The organization has set up social funds and charity funds are not subject to civil liability with the property under their ownership on the activities of the fund and not assets of the fund split during operation fund.
In the case of social funds and charity funds, termination of operations of the Fund, the assets are not distributed to the founder of which must be resolved in accordance with the law.