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Establish a company

Change in management of the LLC /executive director, chairman, chief/

 Documentation required

Recommendation

1

 Application form (UB-03 & UB-12 forms) Download from http://burtgel.gov.mn/service/index.php/les-newlist/download

2

 Receipt of payment of state stamp duty
  • MNT 10,000  for registering additional change in Mongolian LLC

Receipt deposited in Golomt Bank account 1401002649

  • MNT 40,000 for registering additional change in Foreign-invested LLC
  • MNT 40,000 for Religious Institutions

Receipt deposited in Golomt Bank account 1401002649

/Article 15 of the Law on State Stamp Duty/

  • If to obtain new certificate, MNT 88,000

shall be paid as a State stamp duty fee.

Receipt deposited in Golomt Bank account 1401001101

 /Annex to the Government Resolution №230 of 2020/

3

 Certificate of registration /original/ If the certificate is lost, it shall be announced in the daily newspaper, and the newspaper should be presented

4

 Founder’s decision / resolution /,

1 copy

 

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

 The resolution shall reflect:

– Dismissal of the previous management and appointment of a new management

– An authorized entities for confirming, signing and stamping the resolution.

  • For a LLC, the Shareholders
  • For NGOs, Funds, Governing Board
  • For Partnerships, all Members’ meeting
If there are 2 or more shareholders, the minutes of the meeting shall be taken and signed by the participants of the meeting.
For changing the CEO of a subsidiary, the parent company’s shareholders’ resolution is required.
For government organizations and national special service agencies, the statutory authorization unit shall remove the original managers and appoint new managers. (Original or certified copy)

5

 Passport copy /foreign citizen/ Passport copy if the founder, shareholder, executive director, chairman and member of the board is a foreign citizen.

6

 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.

7

 Tax reference In accordance with Article 10.6 of the Law on State Registration of Legal Entities.

·    If the document is issued in a foreign language, it shall be translated and certified into Mongolian, and if it is issued abroad, it shall be certified by an “Apostille” or Notary or Consulate.

AUTHORIZED PERSONS for the application:

·    Executive management

·    Founder

·    An official authorized to represent without a power of attorney

·    Other persons authorized by power of attorney

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