Theoretical research

Business Names Registration Act in Singapore and legal implications for Viet Nam

Tran Huynh Thanh Nghi* Nguyen Thi Anh** Nguyen Ngoc Tram Anh *** Van Dieu Tho**** Thursday, Dec/04/2025 - 07:14
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(L&D) - This article analyzes certain legal aspects of business names in the process of establishing enterprises and the State management of business names under the Business Names Registration Act 2014 in Singapore.

Abstract: This article analyzes several legal aspects of business name registration during the process of establishing a business, as well as the state management of business names under the Business Names Registration Act 2014 in Singapore. The establishment of a specialized authority responsible for managing enterprise names, the mechanism allowing investors to reserve an enterprise name prior to forming the business, and the relatively stringent enterprise name registration procedures are legislative experiences that Viet Nam may consider adopting in order to improve its legal framework on enterprise names in the future.

Keywords: Business name, Business Names Registration Act, enterprise, Singapore, Vietnam

I. Introduction

According to Eva Micheler, companies or organizations are independent entities with a certain degree of autonomy. The existence of companies is not merely the aggregation of contributions from participants at specific points in time but is also characterized by habits, processes, procedures, and culture, resulting from social interactions among members.[1] These characteristics help shape the company’s brand and create differentiation in the market. Brand differentiation in the perception of customers and external partners begins with the business name. During the birth of an enterprise, the business name is a paramount factor in many economies worldwide. In Viet Nam, business names have a rather long legislative history.[2] To date, issues related to enterprise registration and business name designation are governed by the Enterprise Law 2020 (amended and supplemented in 2022 and 2025) and Decree No. 168/2025/ND-CP dated 30 June 2025 on Enterprise Registration.

According to statistics in 2024, although the domestic economy still faced many difficulties, as many as 157,240 new enterprises were established with a total registered capital of VND 1,547,032 billion.[3] Subsequently, in the first six months of 2025, over 91,000 new enterprises were established nationwide. The rapidly increasing number of newly established enterprises in Viet Nam has posed numerous challenges for the Business Registration Authority (hereinafter “BRA”) in issuing Enterprise Registration Certificates (hereinafter “ERCs”) to investors. Among these challenges, issues related to business names - one of the key prerequisites for obtaining an ERC - remain prevalent.

From the content of Resolution No. 68-NQ/TW dated 4 May 2025 of the Party Central Committee on private sector development, it is evident that facilitating investors in enterprise registration (ER) is of significant importance, contributing to the promotion of the national economy. Therefore, this article identifies the shortcomings in ER related to business names and conducts a study on potential improvements. In this process, it is noted that the provisions of the Business Names Registration Act 2014 of Singapore[4] may be suitable for adoption to address existing issues in Viet Nam. Accordingly, through a functional comparative method, this article suggests mechanisms and procedures successfully applied in Singapore to manage and regulate matters concerning business names in ER.

II. Relevant theories

Institutional theory is one of the widely used theoretical frameworks to explain the interaction among organizations in their formation and development as social entities. The development of this theory began with Douglass North, in the context of new institutional economics, where institutions create an “incentive structure”[5] that affects transaction costs and thereby shapes economic decisions in accordance with the social context.[6] Subsequently, the research of Meyer and Rowan affirmed that organizational behavior is guided not only by economic efficiency but also by the need to achieve legitimacy within the institutional framework of the society in which the organization exists.[7] These foundational perspectives were further expanded by Oliver, according to whom organizations can actively respond, adapt, or negotiate with institutional constraints in order to maintain legitimacy while simultaneously protecting their strategic interests.[8] In other words, legal regulations, as one of the formal institutional components, both influence and are influenced by organizational behavior[9]. However, to enjoy these legal rights and obligations, an enterprise must first be recognized as an organization through enterprise registration (ER), in which the business name registration procedure is the primary step. In summary, this theory helps explain the relationship between organizations and law, serving as a basis for improving legislation on ER related to business names in response to the legitimate needs of organizations.

Moreover, according to Gindis, an enterprise is a real entity to the extent that it satisfies the fundamental characteristics of identifiable essence, unity, and durability.[10] The business name is the manifestation of these characteristics because, first, it enables other social actors to distinguish a particular enterprise from other business entities; second, it serves as a symbol representing the aggregate of constitutive values,[11] such as human, cultural, and commercial values; and third, it possesses stability and continuity, remaining closely associated with the enterprise throughout its formation and development and maintaining its reputation in the market. Therefore, this article also applies signaling theory to explain the role of a business name as a tool for conveying information and positioning in the market. Originating from Michael Spence’s research on the labor market,[12] signaling theory is now widely applied across various fields, including corporate governance. Through its name, an enterprise may provide market actors with signals regarding its type of operation, business sector, scale, reputation, or ownership relationships. In this context, legal regulations on business names function as an institutional mechanism supporting the signaling process, ensuring that information is conveyed accurately, transparently, and in conformity with market order. The standardization and supervision of business names help prevent duplication or confusion, thereby maintaining market information transparency. A typical example is FPT Corporation, whose business name immediately evokes public associations with information technology services, its leadership, its characteristic business philosophy, and simultaneously, its reputation for long-standing and consistent quality in the market.

Thus, based on institutional theory and signaling theory, when a business name becomes the medium through which an organization is socially identified, intervention in the selection, use, and protection of business names becomes inevitable. Law functions as a formal institution that directly influences the choice, registration, and management of business names. As the number of enterprises operating in the market increases, the existence of a formal institution such as the law becomes an effective tool for reducing transaction costs.[13] Standardizing the conditions, procedures, and processes for the registration and management of business names helps harmonize market entry standards and ensures transparency and predictability in the business environment. Consequently, compliance with the law is not only a legal obligation but also the foundation of legitimacy in business operations.

III. The Business Names Registration Act 2014 of Singapore

Singapore is a country with one of the world’s fastest-growing and most advanced economies over recent decades, with a very high number of enterprises per capita and a liberal, efficient business incorporation regime. According to the World Bank (WB), Singapore’s ease of starting a business is rated very highly, at 93.57 out of 100 points (significantly higher than Viet Nam’s 65.47 points).[14] This achievement stems from the reform of the business environment, under which the reform of laws towards transparency and suitability within a short period created momentum for the development of the private sector in Singapore. The key statutes relating to enterprises that the country has enacted and implemented over the past decades include, first, the Companies Act 1967; followed by the Business Registration Act 1974; and especially the Business Names Registration Act 2014 – a statute exclusively governing business names, which very few countries in the world possess. The Business Names Registration Act 2014 of Singapore is distinctive, and has been in force since 03 January 2016. The enactment of a standalone statute on business name registration in Singapore marked a breakthrough in legislative activity in this jurisdiction, while many other economies such as the United States, the United Kingdom, Germany, France and Japan, as well as Viet Nam, have not undertaken similar legislative initiatives. A separate statute on business names has helped remove significant obstacles in the process of business registration related to name-related matters, thereby resolving legal issues that had arisen from the implementation of business-name provisions under the Business Registration Act 1974 (and subsequently the Business Registration Act 2004). This, in turn, better protects investors’ interests in preserving and registering business names, while also serving as a legal basis for enhancing the effectiveness of State management over enterprises. This is also the reason why learning from Singapore’s approach is valuable for addressing similar issues currently facing Viet Nam.

The Business Names Registration Act 2014 of Singapore is structured into three Parts with 45 sections regulating matters relating to business names, such as registration requirements, methods of registration, registration procedures, the legal status of authorities and individuals involved in the management of business names, and the reservation of a business name (“reserve a name”). With a specific and clear legal framework, on the one hand, the Act has a positive impact on promoting investors’ market entry and facilitates public authorities in rapidly processing enterprise incorporation procedures for investors in this country. On the other hand, the Act also establishes a legal framework to protect investors with respect to the business names they have reserved, serving as a basis for handling violations related to business names in this jurisdiction. At present, the Business Names Registration Act 2014 in Singapore covers, but is not limited to, the following fundamental legal issues:

First, Singapore establishes a specialized authority and designated officers responsible for managing the registration of business names. Accordingly, the authority specialized in handling business registration for investors is the Accounting and Corporate Regulatory Authority (ACRA). This authority was established under the Accounting and Corporate Regulatory Authority Act 2004. ACRA is identified as the national regulatory authority for all businesses, as well as for public accountants and corporate service providers in Singapore. This is a distinctive feature in the organization of Singapore’s business registration system compared to the rest of the world. ACRA has three main functions: first, to establish a reliable business registration system, provide business registration services to investors, and improve the quality and efficiency of business registration procedures; second, to enhance the quality of auditing activities and corporate financial reporting; and third, to propose improvements to business laws in order to strengthen corporate governance and reduce compliance costs for enterprises.

Within ACRA, the person vested with the authority to handle the registration of business names is referred to as the Registrar — the officer appointed by the Minister for Finance to register business names. After consulting ACRA, the Minister for Finance appoints an officer of ACRA as the Registrar of business names together with such number of Deputy Registrars and Assistant Registrars of business names drawn from ACRA officers, public officers, or officers of any other statutory authority. The Registrar in Singapore is responsible for maintaining the information of applicants and the business names they have registered. They are tasked with implementing the provisions of the Business Names Registration Act 2014, collecting the prescribed fees, and paying all such collected amounts into the fund of the authority [15]. In addition, the Registrar may delegate to any deputy or assistant the power to exercise all or any of the Registrar’s powers, functions, and duties; however, these delegates are not permitted to further delegate such authority to any other person.

Accordingly, it can be said that in Singapore, the registration of business names has been codified in a detailed manner through the designation of a specialized authority responsible for assessing the suitability of business names and issuing registration outcomes to investors when establishing enterprises. This approach facilitates investors’ market entry by eliminating, from the outset, obstacles relating to business names - an issue that had posed significant challenges to investors in the past. It is arguably due to these important reforms, particularly the establishment of a specialized unit dedicated to business names, that the enterprise formation process in Singapore is considered among the most efficient globally, far surpassing many other countries in Southeast Asia [16].

Second, Singapore establishes a stringent procedure for the registration of business names

In Singapore, any investor, prior to commencing business activities in the country, must have both their identity and their business name registered. If an investor intends to conduct business in Singapore under multiple business names, they must obtain separate registrations for each of those names [17].

Regarding the procedure for registering a business name, pursuant to Section 8 of the Business Names Registration Act 2014, upon receiving the application for registration, the registration authority (ACRA) must carry out two essential steps: (1) register the applicant and the applicant’s business name; and (2) issue to the applicant a registration notice specifying the registered business name and the date of registration. Upon receiving a request from the registered person together with the prescribed fee, ACRA shall issue a Certificate of Registration for that person and the business name registered by the investor, in the form determined by the registration authority.

The time limit for processing each business name registration is prescribed by ACRA and is subject to other provisions of the Business Names Registration Act 2014, and may be extended within the period determined by ACRA. ACRA may require the applicant to provide additional or other information if deemed necessary. ACRA has the authority to refuse the registration of the investor’s business name or to refuse an extension of such registration if it does not accept the information or supplementary information submitted by the investor in accordance with the law. Within 30 days from the date of receiving the notice of refusal, the applicant has the right to appeal to the Minister for Finance, and the Minister’s decision shall be final.

In addition, under Section 12 of the Business Names Registration Act 2014, the Registrar may also cancel the registration of an investor and that investor’s business name if there is reason to believe that: (1) the investor’s business is being used or will be used for unlawful purposes, or for purposes detrimental to public order, public welfare, or social order in Singapore, or that the continued registration of the investor would be contrary to national security or the national interest; (2) the investor’s business, the person carrying on that business, or any other person appointed by the investor to manage the business on his or her behalf (in whole or in substantial part), has been convicted of an offence; (3) the investor is required to appoint an authorised representative where all owners are not present in Singapore at the time of registration and thereafter; (4) the investor fails to appoint an authorised representative within 30 days from the date on which the investor’s sole representative resigns, retires, dies, or otherwise ceases to serve or becomes disqualified from serving as the investor’s authorised representative.

Furthermore, Section 15 of the Business Names Registration Act 2014 stipulates that a person who has registered a business name under this Act is not permitted to carry on business under a name other than the registered business name. In addition, the registration of a business name in Singapore does not constitute permission to use the registered business name if its use is prohibited under any written law or any other legislation.

Third, Singapore allows the reservation of a business name prior to commencing the procedures for establishing a business

In Singapore, under Section 16 of the Business Names Registration Act 2014, an investor may submit an application to the Registrar to “reserve” the intended business name and proceed with the business-establishment procedures thereafter. In this case, the Registrar shall refuse to approve the reservation application only if he considers that the name may be used for unlawful purposes or for purposes detrimental to public order, public welfare, or public security in Singapore, or that the registration of the business name would be contrary to the national security or national interest of Singapore, or if the application is submitted by a foreign company that has not been registered or incorporated under the Companies Act 1967. Under the Business Names Registration Act 2014, the maximum reservation period for a business name in Singapore is 60 days from the date on which the reservation is approved by the Registrar; however, it may be renewed multiple times. If the investor is refused approval for the initial reservation application or is denied renewal of the reserved business name, he or she has the right to appeal to the Minister for Trade within 30 days from the date of receiving the notice of the Registrar’s decision. The Minister for Trade’s decision on the appeal shall be final.

IV. Some shortcomings in business registration related to business names in Viet Nam

In Singapore, the Business Names Registration Act 2014, as well as the Companies Act 1967, do not provide specific provisions regarding the structure of business names or prohibitions on choosing business names. Instead, they stipulate that the registration authority must refuse a business name if it determines that the name is inappropriate, or duplicates any other registered business name, or duplicates a reserved name under Section 16 of this Act, or is a name that the Minister has directed the registration authority not to accept for registration by notice [18].

Unlike Singapore, the Enterprise Law 2020 (as amended and supplemented in 2022 and 2025) has codified the structure of a business name, which consists of two components: the type of enterprise and the distinctive name. It also prescribes three prohibitions in choosing a business name: the business name must not duplicate or cause confusion with the name of a registered enterprise; it must not use words or symbols that violate the nation’s historical traditions, culture, ethics, or customary practices; and it must not use the name of a State agency, a unit of the People’s Armed Forces, the name of a political organization, a political–social organization, a socio–professional organization, a social organization, or a socio–professional organization as the whole or part of the enterprise’s distinctive name, except with the approval of the respective agency, unit, or organization [19].

Based on the practical implementation of the above provisions, the major challenges in business registration related to business names in Viet Nam can be summarized as follows:

First, the criteria for determining business names that violate prohibitions have not been clearly and specifically defined.One of the prohibitions in choosing a business name is the “use of words or symbols that violate the nation’s historical traditions, culture, ethics, and customary practices,” as provided in Clause 3, Article 38 of the Enterprise Law 2020. However, throughout the provisions of the Enterprise Law 2020 and Decree 168/2025/ND-CP on enterprise registration, there is no regulation explaining what constitutes words or symbols that violate the nation’s historical traditions, culture, ethics, and customary practices. Currently, there are cases in which it is very difficult to determine whether the use of a business name violates historical traditions, culture, ethics, and customary practices. The determination of whether a business name violates such traditions and practices requires clear criteria or a theoretical basis; otherwise, it is often difficult to convince the parties involved. For instance, there are cases in which a person intending to establish a business chooses distinctive names such as “Thay Troi Hanh Dao,” “Sung Suong,” or “Mot Minh Tao” (Minh Chung, Quang Huy, n.d.). In such cases, the Business Registration Office has the authority to approve or refuse the proposed business name in accordance with the law, and the Office’s decision is final pursuant to Clause 2, Article 14 of Decree 168/2025/ND-CP. Without a legal basis or a theoretical, scientific, or historical foundation, decisions to refuse a proposed business name may be subject to litigation under administrative procedural law. The prohibition under Clause 3, Article 38 of the Enterprise Law 2020 may negatively affect investors’ rights, substantially narrowing their opportunities to enter the market, because, in the absence of clear criteria for determining what constitutes a prohibited business name under Clause 3, Article 38, the success or failure of their business name registration depends on the discretion of the registration authority. This may discourage investors who invest capital in business activities that generate positive outcomes for the economy and the State.

Second, the current Vietnamese enterprise law does not provide regulations on investors’ rights to reserve a business name prior to proceeding with the business-establishment procedures. This creates difficulties when multiple investors choose identical names at the same time. As a result, investors face uncertainty regarding which business names will be approved and which names are likely to be refused. In cases of refusal, the time required to complete business registration will be prolonged.

For this reason, the State needs to establish unified and transparent standards regarding the selection, registration, and use of business names, with the aim of facilitating market entry for enterprises.

V. Recommendations for Viet Nam

The issue of business names is a complex legal matter in the process of business registration in various countries [20]. In Viet Nam, after nearly 40 years of renovation and international integration, as of 31 December 2024, there were approximately 940,078 enterprises operating in the economy [21]. According to Resolution 68/NQ-TW on the development of the private economy, by 2030, Viet Nam aims to have 2 million enterprises operating in the economy, specifically, a ratio of 20 enterprises per 1,000 inhabitants and at least 20 large enterprises participating in global value chains [22]. To achieve the objectives set out in Resolution 68/NQ-TW, it is necessary and urgent to continue reforming the business environment in general and to complete the law on enterprise establishment in particular, in order to facilitate transparent procedures for market entry, attract investment, and enhance the State’s capacity to manage enterprises. Against this backdrop, improving Viet Nam’s statutory law by learning from and adopting foreign legal provisions that are suitable to address domestic issues is an effective approach. Based on the study of the issues in the Business Names Registration Act 2014 of Singapore, Viet Nam can adopt the following measures to improve its enterprise law regarding business registration:

First, Viet Nam should appoint specialized civil servants responsible for managing business names to serve business registration

In Viet Nam, under current regulations, provincial business registration authorities under the Department of Finance have the competence to issue Enterprise Registration Certificates (ERCs) to enterprises, branches, representative offices, and business locations of enterprises within their local management scope, while the Management Board of High-Tech Parks registers enterprises, branches, representative offices, and business locations located within high-tech zones. However, the Enterprise Law 2020 (amended and supplemented in 2022 and 2025) and Decree 168/2025/ND-CP only provide for the general functions, duties, and powers of business registration authorities, without establishing a separate mechanism to specialize in the registration, selection, and management of business names. Therefore, the approval or refusal of a business name registered by an investor is entirely at the discretion of the officials of the business registration authority under the authority of the registration agency [23]. It can be seen that the lack of specialized personnel for business names, combined with the significant increase in newly established enterprises in recent years, has led to certain limitations in implementation, commonly in cases where business registration authorities refuse business names due to ambiguous terminology in the chosen names. For example, in June 2021, in Ho Chi Minh City, an investor registered to establish Mot Minh Tao Co., Ltd. but was refused an ERC on the grounds that the business name violated the historical, cultural traditions and customs of the nation [24]. Such refusal depended on the subjective judgment of the registration officials, who were not necessarily specialists in business names as in Singapore, thereby giving rise to debates and differing opinions concerning business names. To overcome these limitations, it is reasonable and necessary to establish and develop the concept of highly specialized officers to handle matters related to business names in business registration authorities, similar to the role of the Registrar in Singapore.

Second, Viet Nam should establish a mechanism allowing investors to reserve a business name before proceeding with enterprise registration procedures

The practice of reserving a business name prior to completing the enterprise registration procedure is a common trend in corporate law in many countries worldwide. For instance, in China, investors are allowed to reserve a company name and register the company later (“reserve a name”) for a period of six months; during this reservation period, investors are not permitted to transfer the reserved name to another party [25]. Similarly, in the State of Florida (United States), the Florida Business Corporation Act 2023 allows investors to reserve a business name before establishing the enterprise, with a reservation period of 120 days, without extension [26]. Singapore’s Business Names Registration Act 2014 has established a mechanism whereby investors may apply to “reserve” a business name, and if approved by the business registration authority, the reservation period may last up to 60 days and can be extended upon the investor’s request with a specified fee. Currently, the Enterprise Law 2020 (amended and supplemented in 2022 and 2025) and Decree 168/2025/ND-CP, as well as previous enterprise-related laws, do not provide for the right of investors to reserve a business name in advance, unlike the corporate laws of other countries. The absence of such provisions partly creates difficulties for investors entering the market and adversely affects their autonomy in business, failing to meet the expectations of the majority of investors in the economy. Therefore, allowing investors to reserve a business name before registering an enterprise, with a fee as practiced in other countries, is necessary for the following main reasons: (i) Protecting investors’ autonomy in business: investors have the right to make decisions regarding a business name before establishing the enterprise, safeguarding their business ideas; (ii) Increasing state revenue: by allowing investors to reserve a business name along with a financial contribution to secure their rights to the name, it generates a significant source of income for the business registration authority in particular and for the state budget in general;(iii) Encouraging market entry: once investors are permitted to reserve a business name before establishing the enterprise, they have completed the most crucial step in enterprise registration procedures, i.e., selecting a legally compliant business name; (iv) Facilitating faster enterprise registration procedures: this approach accelerates subsequent registration processes for investors. This is a method that many advanced countries worldwide have already adopted and continue to apply.

Third, develop a separate law on business name registration to create a legal framework facilitating market entry for investors

Singapore’s development through legal reforms has demonstrated that, in order to attract social resources for economic development, it is necessary to establish a comprehensive, timely, and highly feasible legal framework to regulate issues arising in commercial and investment activities. Singapore enacted the Business Registration Act as early as 1974 - only 15 years after gaining formal independence. This legal framework helped Singapore attract substantial domestic and foreign investment, increase the number of established enterprises, and achieve one of the fastest-growing economies in Asia in a short period. In 2014, Singapore enacted a separate law on business name registration to resolve obstacles and shortcomings in the legal framework regarding business names under the Business Registration Act 1974. After ten years of implementation, Singapore’s Business Names Registration Act 2014 has demonstrated considerable success in facilitating enterprise registration for investors and enhancing the efficiency of state management over enterprises in the city-state.

Currently in Viet Nam, there is no separate Business Registration Law nor a separate law on business name registration as in Singapore. Therefore, the regulation of business registration in general and business names in particular is codified under general enterprise laws and government-issued decrees on business registration. State regulation in this area has not yet met the requirements of the ongoing market economy. The number of newly established enterprises in Viet Nam over the past five years has exceeded 100,000 per year. Among these, legal regulations regarding business names have been one of the major obstacles for investors in entering the market due to the issues mentioned above. Furthermore, legislative practice in Viet Nam shows that the vast majority of legislative initiatives are initiated by the Government.[27] Therefore, to shorten the time required for enterprise registration for investors and to create a transparent business environment that attracts investment, this article recommends that the Government consider drafting a separate law on business registration, which includes detailed provisions on business names similar to the approach taken by Singapore. Legalizing business names through a separate law would certainly carry higher legal authority than the current government decrees on business registration, creating stability in the legal framework and greater assurance for investors, especially foreign investors, when they proceed with market entry in Viet Nam. In addition, consolidating all important legal matters related to business names into a single, unified law - rather than being dispersed across the Enterprise Law 2025 (amended and supplemented in 2022 and 2025), implementing decrees, and other specialized laws such as the Notary Law 2024, the Lawyers Law 2006 (amended and supplemented in 2012), etc. - would help resolve the obstacles and shortcomings arising during the implementation of the Enterprise Law 2020 (amended and supplemented in 2022 and 2025) regarding business names, as analyzed in Section III.

VI. Conclusion

A business name is an essential condition for a country’s business registration authority to consider and process the issuance of the Enterprise Registration Certificate for investors entering the market. Therefore, the legal framework regulating matters related to business names is always specifically stipulated in enterprise laws in different countries. Singapore, as a highly developed and prosperous economy in the Asian region, has enacted a separate law directly regulating how business names are assigned upon establishment and the changes related to business names during the operation of enterprises. This includes, but is not limited to, the following aspects: (i) establishing a specialized professional mechanism for officers in charge of business names (Registrar); (ii) allowing investors to reserve business names prior to completing the enterprise registration procedures; (iii) specifying the sequence and procedures for assigning business names; and (iv) the procedures by which the business registration authority processes requests for business name approval for investors. Based on this, the article provides several recommendations for Viet Nam to improve the legal provisions on business registration concerning business names, thereby promoting business environment reform and facilitating investors’ market entry in the near future.

REFERENCES

1. Enterprise Law No. 59/2020/QH14, dated 17 June 2020

2. United States, Florida Business Corporation Act 2023

3. Singapore, Business Names Registration Act 2014, dated 3 January 2016 (amended and supplemented on 31 December 2021).

4. Singapore, Companies Act 1974, dated 1 September 1974 (amended and supplemented on 31 July 2004).

5. China, Company Registration Regulations 1994 (most recently amended on 6 February 2016).

6. Resolution No. 68/NQ-TW, dated 4 May 2025, of the Politburo on private sector development

7. Decree No. 168/2025/ND-CP, dated 30 June 2025, of the Government on enterprise registration

8. Decree No. 65/2023/ND-CP, dated 23 August 2023, of the Government detailing certain articles and enforcement measures of the Intellectual Property Law on industrial property, protection of industrial property rights, plant variety rights, and state management of intellectual property

9. Ministry of Planning and Investment, Enterprise Registration Report 2024, (06 January 2025, 17:00), https://dangkykinhdoanh.gov.vn/vn/tin-tuc/598/6818/bao-cao-tinh-hinh-dang-ky-doanh-nghiep-nam-2024.aspx

10. Christine Oliver, Strategic Responses to Institutional Processes, The Academy of Management Review, 16, 1, 145 (1991)

11. Douglass North, Institutions, Journal of Economic Perspectives, 5(1), 97 (1991)

12. DOUGLASS NORTH, INSTITUTIONS, INSTITUTIONAL CHANGE AND ECONOMIC PERFORMANCE, CAMBRIDGE UNIVERSITY PRESS, POLITICAL ECONOMY OF INSTITUTIONS AND DECISIONS (1990)

13. David Gindis, From Fictions and Aggregates to Real Entities in the Theory of the Firm, Journal of Institutional Economics, 5.1, 25 (2009)

14. EVA MICHELER, COMPANY LAW: A REAL ENTITY THEORY, OXFORD UNIVERSITY PRESS (2022)

15. John W. Meyer & Brian Rowan, Institutionalized organizations: Formal structure as myth and ceremony, American Journal of Sociology, 83(2), 340 (1977)

16. Khanh Linh, Accounting for nearly 98% of total enterprises, where are small and medium-sized enterprises in the economy, (14:00, 27 February 2025), https://baodautu.vn/chiem-gan-98-tong-so-doanh-nghiep-doanh-nghiep-nho-va-vua-dang-o-dau-trong-nen-kinh-te-d249574.html.

17. Lynne Rudder Baker, The Ontology of Artifacts, Philosophical Explorations, 7(2), 99 (2004)

18. Michael Spence, Job Market Signaling, The Quarterly Journal of Economics, 87, 3, 355 (1973)

19. Minh Duc, Does the enterprise registering ‘Cong ty TNHH Mot Minh Tao’ violate the law? (15:51, 08 June 2021), https://vtv.vn/phap-luat/doanh-nghiep-dang-ky-thanh-lap-cong-ty-tnhh-mot-minh-tao-co-pham-luat-2021060815070724.htm

20. Pham Duy Nghia, Legislation in the era of digital transformation, Legislative Studies Journal, 5 (439), 5 (2021)

21. Ronald Coase, The Nature of the Firm, Economica, 4(16), 386 (1937)

22. Ronald Coase, The New Institutional Economics, The American Economic Review, 88(2), 72 (1998)

23. Tran Huynh Thanh Nghi, Nguyen Thi Anh, Nguyen Ngoc Tram Anh, Enterprise Names under Vietnamese Law and Some Other Countries: A Comparative Perspective, Journal of Legal Studies, 10, 75 (2024)

24. World Bank, Business Ready 2024 report, https://openknowledge.worldbank.org/server/api/core/bitstreams/08942fab-9080-4f37-b7be-ef61c9f9aed9/content

* Director of the Economic Law Training Program, School of Economics, Law and Public Administration, University of Economics Ho Chi Minh City. Email: thanhnghi@ueh.edu.vn, approval date 28/11/2025.

** Deputy Head of the Faculty of Law, School of Economics, Law and Public Administration, University of Economics Ho Chi Minh City. Email: anhluatkt@ueh.edu.vn

*** Lecturer, Faculty of Law, School of Economics, Law and Public Administration, University of Economics Ho Chi Minh City. Email: anhnnt@ueh.edu.vn

**** Lecturer, Faculty of Law, Ho Chi Minh City University of Foreign Languages and Information Technology. Email: thovd@huflit.edu.vn

[1] EVA MICHELER, COMPANY LAW: A REAL ENTITY THEORY, OXFORD UNIVERSITY PRESS, 29 (2022)

[2] Tran Huynh Thanh Nghi, Nguyen Thi Anh, Nguyen Ngoc Tram Anh, Enterprise Names under Vietnamese Law and Some Other Countries: A Comparative Perspective, Journal of Law Studies, 10, 75, 75 (2024).

[3] Ministry of Planning and Investment, Report on Enterprise Registration in 2024, (06/01/2025, 17:00), https://dangkykinhdoanh.gov.vn/vn/tin-tuc/598/6818/bao-cao-tinh-hinh-dang-ky-doanh-nghiep-nam-2024.aspx

[4] Singapore, Business Names Registration Act 2014 (as amended 2020). Unofficial consolidated version effective from 09/06/2025. https://sso.agc.gov.sg/Act/BNRA2014

[5] Douglass North, Institutions, Journal of Economic Perspectives, 5(1), 97-112 (1991)

[6] Ronald Coase, The Nature of the Firm, Economica, 4(16), 386-405 (1937) và Ronald Coase, The New Institutional Economics, The American Economic Review, 88(2), 72- 74 (1998)

[7] John W. Meyer & Brian Rowan, Institutionalized organizations: Formal structure as myth and ceremony, American Journal of Sociology, 83(2), 340-363 (1977)

[8] Christine Oliver, Strategic Responses to Institutional Processes, The Academy of Management Review, 16, 1, 145–179 (1991)

[9] DOUGLASS NORTH, INSTITUTIONS, INSTITUTIONAL CHANGE AND ECONOMIC PERFORMANCE, CAMBRIDGE UNIVERSITY PRESS, POLITICAL ECONOMY OF INSTITUTIONS AND DECISIONS, 6 (1990)

[10] David Gindis, From Fictions and Aggregates to Real Entities in the Theory of the Firm, Journal of Institutional Economics, 5.1, 25–46 (2009)

[11] Lynne Rudder Baker, The Ontology of Artifacts, Philosophical Explorations, 7(2), 99–111 (2004)

[12] Michael Spence, Job Market Signaling, The Quarterly Journal of Economics, 87, 3, 355–74 (1973)

[13] DOUGLASS NORTH, ibid., 9, 27-35

[14] World Bank, Business Ready 2024 report, 40, https://openknowledge.worldbank.org/server/api/core/bitstreams/08942fab-9080-4f37-b7be-ef61c9f9aed9/content

[15] Singapore, Business Names Registration Act 2014, Sections 2 and 3.

[16] World Bank, ibid., 15, 39-40

[17] Singapore, Business Names Registration Act 2014, Section 5.

[18] Singapore, Business Names Registration Act 2014, Section 17.

[19] Law on Enterprises 2020 (amended and supplemented in 2022 and 2025), Article 38.

[20] Tran Huynh Thanh Nghi, Nguyen Thi Anh, Nguyen Ngoc Tram Anh, ibid., 2, 78.

[21] Khanh Linh, Accounting for nearly 98% of total enterprises, where are small and medium-sized enterprises in the economy? (14:00, 27/02/2025)., https://baodautu.vn/chiem-gan-98-tong-so-doanh-nghiep-doanh-nghiep-nho-va-vua-dang-o-dau-trong-nen-kinh-te-d249574.html.

[22] Resolution No. 68/NQ-TW dated 04 May 2025 of the Politburo on Private Sector Development.

[23] Decree No. 168/2025/ND-CP, Article 14, Clause 2.

[24] Minh Duc, Does registering "Mot Minh Tao" LLC violate the law? (15:51, 08/06/2021), https://vtv.vn/phap-luat/doanh-nghiep-dang-ky-thanh-lap-cong-ty-tnhh-mot-minh-tao-co-pham-luat-2021060815070724.htm

[25] China, Company Registration Regulation 1994 (latest amendment on 06 February 2016), Article 19.

[26] United States, Florida Business Corporation Act 2023, Section 607.04021.

[27] Pham Duy Nghia, Legislation in the digital transformation era, Legislative Studies Journal, 5 (439), 5 (2021).

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