Categories
Establish a company

Change in the share capital /increase or decrease/

 

Documentation required

Recommendation 

1

Application UB-03, UB-12 form

Download from http://burtgel.gov.mn/service/index.php/les-newlist/download

2 Payment receipt of service fee
  • MNT 10,000  for registering additional change in Mongolian legal entity
  • Receipt deposited in Golomt Bank account 1401002649
  • MNT 40,000 for registering additional change in foreign invested LLC 
  •  Receipt deposited in Golomt Bank account 1401002649
  •  /Article 15 of the Law on State Stamp Duty /
  • If to obtain new certificate, MNT 88,000
  • For service fee
  • Receipt deposited in Golomt Bank account 1401001101
  • /Annex to the Government Resolution №230 of 2020 /

4

Certificate of registration /original/

If the certificate is lost, it should be announced in the daily newspaper, and the newspaper should be presented

5 Founder’s decision / resolution /,

 1 copy

 

Decision or resolution shall be registered within 15 working days after the issuance

The resolution shall reflect how the amount of share capital is changed, the revised charter (amendment to the charter) shall be approved and signed by the shareholders.

I

 – if there are any changes in the name, location, operational areas of business, share capital of the legal entity, the charter shall be approved as an appendix, signed and stamped;

If there are 2 or more shareholders, the minutes of the meeting shall be taken and signed by the participants of the meeting.

If the company that transfers or receives the shares is the company, it shall issue a resolution of the shareholders and the shareholders shall sign it.  /if necessary, include the content of the contract, decision, resolution and charter that authorizes the relevant person to sign on behalf of the company /

5 Proof of announcement of the shareholders’ meeting Evidence that the founders, shareholders and authorized persons have notified the meeting in accordance with the law and regulations in case of absence from the meeting
6 Notarized contract or inheritance certificate After the decision (decree) on the transfer of rights is made, the relevant agreement specified in the Civil Law shall be concluded and notarized. /Rights transfer, to present, sale and purchase agreement/
7 Charter – Article 16.2 of the Company Law shall be reflected in the charter.
8 Passport copy Passport copy if the founder, shareholder, executive director, chairman and member of the board is a foreign citizen
9 Proof of address and location of legal entity Copy of immovable property, or rent contract
10 Permission from the competent authority If you are engaged in banking, insurance, auditing, etc., you will need written permission from the Ministry of Finance and the Financial Regulatory Committee.
11 Tax reference 10.6 of the Law on State Registration of Legal Entities / in case of change of information on the Ultimate Beneficial Owner of a legal entity holding a mineral license and its shares, participation and voting rights, a certificate from the tax administration confirming payment of the relevant tax /

If the document is made in a foreign language, it must be translated and certified into Mongolian, and if it is issued abroad, it must be certified by an “Apostille” or notary or consul.

The executive management, the founder, the official authorized personnel to represent without a power of attorney, and other persons authorized by the power of attorney shall have the right to submit an application.

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