Amended Law on Enterprise

On 29 December 2022, the Amended Law on Enterprise No.33/NA was issued and endorsed by the National Assembly and promulgated by the President of the Lao PDR ("Amended Law"). The Amended Law came into effect on 30 March 2023, replacing the previous Law on Enterprise No.46/NA dated 26 December 2013. The key changes introduced by the Amended Law include the following:

Enterprise Registration

Under the Amended Law, to register an enterprise, application documents may be submitted either in person or electronically to the relevant enterprise registration office.

The timeframe for reviewing an application to register an enterprise has been shortened. Upon receipt of a complete application, the enterprise registration office must make a decision on the application within three business days, rather than the previous 10 business days.

Once they have registered and obtained an enterprise registration certificate, enterprises must comply with the following additional requirements:

1. For enterprises that operate controlled business activities, they must first obtain an investment license from the government investment and planning division, and thereafter obtain a business operation license from the relevant government office.
2. For enterprises that operate business activities that are not on the controlled list, only a business operation license from the relevant government office is required.

Share Contribution and Effect of Default on Payment

The Amended Law provides that the contribution of shares is carried out after the registration of the enterprise. It further stipulates that the date and time for the contribution of shares is to be agreed internally at the company's shareholders' meeting. The effect of default on payment is as follows:

1. Shareholders who do not fully contribute their shares based on the agreed amount and at the agreed time have the right to vote in a shareholders' meeting and receive dividends in proportion to the number of shares that they have contributed.
2. In the event that they do not contribute their shares at all, they do not have a right to vote in the shareholders' meeting or receive dividends.

Enterprise Management after Enterprise Registration

The Industry and Commerce Sector (enterprise registration and management) has been assigned to manage business organisations in relation to the establishment of enterprises, variation in the contents of enterprise registrations and the dissolution of enterprises.

For the relevant sectors (providing business operating license/approval), their function is to manage, monitor and inspect the business operations of related sectors according to the business activities.