Beneficial Ownership: Not Every Company Needs to Update Now

By Le Ly Quang Thinh, Attorney-at-Law

In October 2026, the Ministry of Finance issued Official Letter 3164/DNTN-GS directing provincial Departments of Finance to review companies that have not yet filed beneficial ownership (BO) information.

Many businesses have assumed that all companies must update their BO information immediately. However, this is not accurate. The Official Letter targets a specific group, and the majority of existing companies are not yet required to file beneficial ownership information.

Quick Summary

• Beneficial ownership (BO) regulations took effect on 1 July 2025 under Law 76/2025/QH15 and Decree 168/2025/ND-CP.
• Companies established from 1 July 2025 that have not yet filed BO information must do so immediately.
• Companies established before 1 July 2025 are not yet required to file separately. BO information is only required when the company next submits an application to amend its Enterprise Registration Certificate (ERC).
• If BO information changes after it has already been filed, the company must notify the relevant authority within 10 days.

Who Qualifies as a Beneficial Owner?

A beneficial owner is the individual who actually owns or controls a company, not necessarily the person named on the company's official documents.

Under Article 18 of Decree 168/2025/ND-CP, companies must file BO information for:

• Individual shareholders holding 25% or more of total voting shares (joint-stock companies).
• Individual members holding 25% or more of charter capital (multi-member LLCs, partnerships).
• The sole owner (single-member LLCs).
• Individuals who exercise actual control over the company under Article 17 of Decree 168/2025/ND-CP, where identifiable.

What If a Company Established from 1 July 2025 Has Not Filed BO Information?

From 1 July 2025, company registration documents must include a list of beneficial owners, where identifiable (pursuant to Articles 20, 21, and 22 of the Enterprise Law as amended by Law 76/2025/QH15). Companies incorporated during this period that have not submitted BO information are the direct subject of the inspection described in Official Letter 3164/DNTN-GS.

Steps to take:

1. Identify beneficial owners based on the criteria in Article 18 of Decree 168/2025/ND-CP.
2. Prepare a BO list including full name, date of birth, nationality, ownership percentage or controlling interest, and legal identification.
3. Submit a supplementary notification to the provincial Business Registration Authority where the company is headquartered.

What Must Companies Established Before 1 July 2025 Do?

The short answer: no separate filing is required yet.

Article 3, Clause 1 of Law 76/2025/QH15 is clear: companies established before 1 July 2025 are only required to add BO information at the time they next submit an application to register a change to, or notify a change in, their ERC content. This is unless the company chooses to file earlier on its own initiative.

Example: A company incorporated in 2020 that has made no changes since 1 July 2025 is not yet required to file BO information. However, if that company changes its registered office address next month and submits an ERC amendment, the amendment package must include BO information.

When Must Changes to BO Information Be Reported?

Once BO information has been filed, any subsequent change in ownership or ownership percentage must be reported to the provincial Business Registration Authority within 10 days of the change occurring (Article 52 of Decree 168/2025/ND-CP).

Required documents:

1. Notification of change in enterprise registration content.
2. Updated beneficial ownership list.

Checklist for Companies

Legal basis: Law 76/2025/QH15 amending the Law on Enterprises, Decree 168/2025/ND-CP on enterprise registration.

Le Ly Quang Thinh, Attorney-at-Law

Senior Associate, An Law · IP Agent · VnDPO data protection expert

View profile →