07-09-26 MTParners
The Ministry of Finance has issued a Circular amending Circular 68/2025/TT-BTC, replacing 9 forms and abolishing 1 form used in enterprise registration dossiers — effective from the date of signing.
On 21 August 2026, the Ministry of Finance issued Circular No. 121/2026/TT-BTC amending and supplementing a number of articles of Circular No. 68/2025/TT-BTC dated 1 July 2025, which promulgates forms used in enterprise registration and household business registration. The Circular replaces 9 forms and abolishes 1 form in Appendix I, and takes effect immediately from the date of signing. Enterprises and household businesses preparing dossiers for establishment, registration changes, business suspension, or dissolution in the near future should update to the new forms immediately to avoid having their dossiers returned for using outdated forms.
Circular 121/2026/TT-BTC was issued to align enterprise registration forms with two source instruments that were recently amended: Law No. 76/2025/QH15 amending the Law on Enterprises (effective from 1 July 2025, which for the first time introduced the concept of “beneficial owner” into law), and Decree No. 296/2026/ND-CP dated 23 July 2026 amending Decree No. 168/2025/ND-CP on enterprise registration, which changed the criteria for identifying a beneficial owner. The previous set of forms issued together with Circular 68/2025/TT-BTC did not fully reflect these changes, and therefore needed to be updated so that business registration authorities and enterprises could apply them consistently.
The Circular does not change the entire system of forms in Appendix I of Circular 68/2025/TT-BTC; it focuses only on forms directly related to beneficial owner information and a number of commonly used procedures. Specifically, 9 forms are replaced with new versions:
— Form No. 1: Enterprise Registration Application – Private Enterprise;
— Form No. 2: Enterprise Registration Application – Single-Member Limited Liability Company;
— Form No. 3: Enterprise Registration Application – Multi-Member Limited Liability Company;
— Form No. 4: Enterprise Registration Application – Joint Stock Company;
— Form No. 5: Enterprise Registration Application – Partnership;
— Form No. 10: List of the Enterprise’s Beneficial Owners;
— Form No. 12: Application for Registration of Changes to the Enterprise Registration Certificate / Notification of Changes to Enterprise Registration Information;
— Form No. 27: Notification of Business/Operation Suspension or Early Resumption Before the Notified Deadline;
— Form No. 30: Notification of Enterprise Dissolution.
Form No. 11 in Appendix I of Circular 68/2025/TT-BTC is abolished entirely, with no replacement form.
The most notable point lies in Forms No. 1 through No. 5 (enterprise registration applications for each type of entity) and Form No. 10: these forms now include a section for declaring beneficial owner information under the new criteria in Decree 296/2026/ND-CP — namely, an individual who directly or indirectly owns or controls 25% or more of charter capital/voting shares, or, for a partnership, all general partners.
Article 2 of Circular 121/2026/TT-BTC sets out a clear transitional provision: a dossier already received by the provincial business registration authority but not yet approved before the Circular’s effective date (21 August 2026) will continue to be processed under Decree 168/2025/ND-CP, Decree 296/2026/ND-CP, and Circular 68/2025/TT-BTC (the previous set of rules), provided the dossier fully complies with these instruments. In other words, an enterprise that filed using the old forms before 21 August 2026 is not required to refile using the new forms, as long as the dossier was valid under the rules in force at the time of filing.
From 21 August 2026 onward, all dossiers for new establishment, registration changes, business suspension/resumption, or dissolution falling under the 9 forms above must use the new forms issued with Circular 121/2026/TT-BTC.
For most enterprises, the biggest change is the mandatory declaration of beneficial owner information directly in the enterprise registration application (Forms No. 1–5) and in the List of Beneficial Owners (Form No. 10) under the new criteria — including direct and indirect ownership ratios, family/contractual relationships, and identification of the individual who controls the enterprise. Enterprises with multi-layered ownership structures will need more time to complete the new forms correctly compared with before.
For dossiers still being processed at the time of transition (around 21 August 2026), enterprises should proactively contact the business registration authority to confirm whether the dossier will be processed under the old rules or must be supplemented using the new forms, to avoid having the dossier returned for using the wrong form.
Update to the new set of forms immediately for any procedures planned after 21 August 2026, especially new establishment dossiers and registration-change dossiers (Form No. 12) — the two procedures enterprises carry out most frequently.
Review beneficial owner information in advance against the criteria in Decree 296/2026/ND-CP to complete Form No. 10 accurately, avoiding repeated amendments and supplements to the dossier.
For dossiers filed before 21 August 2026 that have not yet been approved, proactively ask the provincial business registration authority for specific guidance to avoid being caught off guard.
Enterprises with complex ownership structures (through intermediary companies or foreign investors) should engage a lawyer to assist with completing Form No. 10 to ensure the individual beneficial owner is correctly identified under the new rules.
Readers who need the full set of 9 new forms (editable Word files) are welcome to contact the hotline or email below to receive them directly from MT & Partners Law Firm.
MT & Partners Law Firm, with a team of experienced corporate lawyers, is ready to assist with drafting and reviewing enterprise registration dossiers using the latest forms. Contact hotline 0987140772 or email info@mtpartners.vn for consultation.
(*) This article is for reference only and does not replace specific legal advice.
Keywords: Circular 121/2026/TT-BTC, enterprise registration forms, Circular 68/2025/TT-BTC, beneficial owner, Form No. 10, enterprise registration 2026, Decree 296/2026/ND-CP
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