Legal entities registration

Legal Entity Application forms
Steps for registering the legal entity

1st step. The founder or the accredited person (by notary) can visit Legal Entity Registration Department (State Registration Authority, Building III, 100 ail) and receives a document that confirms the designated name of the legal entity. Company name can be checked at les.burtgel.gov.mn.

(Note: Popular 200 thousand names of legal entities have already been allocated, therefore instances of name repetition and similarity can occur. Hence, at least 3 versions of the name should be brought in, one citizen has the right to acquire up to 3 names in a day and the legal entity should be registered within 10 days after its establishment. Service fee can be paid by VISA card at the registration desk).

2nd step. Proof of capital is required for establishment of the Company, Cooperative and Association. Proof of capital is not required for NGO, Fund, Labor Union and Government organization.

(Note: Take the name confirmation page to a bank, open a bank account and deposit the capital, and bring the document to registration office. In case of immovable property and intellectual property, the certificate of ownership /or notarized copy/, protocol of the founding meeting, signature of all the founding members).

3rd step. Submit relevant materials to the Legal Entity Registration Department and receive a confirmation page. (Note: list of required documents, recommendations, and application forms are available at burtgel.gov/service. In case all documents are in place, registration can be completed within 2 working days. Registration will be rejected if the documents are incomplete or fraudulent. After the certificate is issued /within 30 days/, if required, please submit the application form for the seal).

4th step. On the date written on the confirmation page, please visit Legal Entity Registration Department and pick up the registration certificate and seal.

(Note: Our agency cooperates with Mongol Post LC to provide expedient delivery services. You can pay 3500-5000 MNT at Mongol Post service window, located at the LERD, and for the certificate to be delivered to your home or office.

Recommendation:

Please do not sign on behalf of others. Afterwards, registration of any changes will be verified against initially submitted documents, therefore, registration will be rejected if the signature is dissimilar.

Registration of Limited Liability Company

REQUIRED DOCUMENTS

GUIDANCE

1

UB-03 Application Form

Available at www.burtgel.gov.mn/service/ or from the state registrar

2

Confirmation of the legal entity name /500 MNT to be paid at Golomt Bank 1401002649, Khas Bank 5001122188/

The founder or an accredited person (with ID) visits the LERD and receives a name confirmation page. Service fee can be paid at the bank or with Visa card at the service window.

3

Founders’ resolution, minutes of the meeting (2 copies each). Company should be registered within 30 days after the founding resolution.

On the resolution executive director should be appointed, company charter should be approved, and founders should sign on the resolution. Founder can be the executive director. In case of more than 2 founders, minute of meeting should be done and chief of meeting should sign on minute of meeting.

If the founder is company, shareholders of head company should make decision about the foundation and charter should be approved.

4

Company charter (2 copies)

Means of Company law mentioned in section 16.2 should be reflected in company charter and approved by founders signature. http://www.legalinfo.mn/law/details/310

5

Service fee payment slip /44000 MNT to be paid at Golomt bank 1401002649, Khas bank 500112288/

To bring slip of payment or may pay through Visa card during registration.

6

ID copy /no need to notarize/

ID of founders or executive director

7

Proof of legal entity address

Should bring property certificate or agreement of rent. If founder registers by home address should bring ID.

8

Proof of invested capital

Founders should locate invested capital into bank account and bring bank receipt. If incorporated by intelligence property, real property then it should be clearly reflected on meeting decree about foundation, shareholders should recognize and sign on the minute of meeting, also bring property ownership certificate /notarized copy/ and agreement concluded between founders /notarized/.

Applicant should be:

Founder /one of the founders/ Person, accredited by the founder or shareholder
Registration of non-government organization

REQUIRED DOCUMENTS

GUIDANCE

1

UB-03 Application Form

Available at www.burtgel.gov.mn/service/ or from the state registrar

2

Confirmation of the legal entity name /500 MNT to be paid at Golomt Bank 1401002649, Khas Bank 5001122188/

The founder or an accredited person (with ID) visits the LERD and receives a name confirmation page. Service fee can be paid at the bank or with Visa card at the service window.

3

Founders’ resolution, minutes of the meeting (2 copies each). Company should be registered within 30 days after the founding resolution.

On the resolution executive director should be appointed, company charter should be approved, and founders should sign on the resolution. Founder can be the executive director. In case of more than 2 founders, minute of meeting should be done and chief of meeting should sign on minute of meeting.

If the founder is company, shareholders of head company should make decision about the foundation and charter should be approved.

4

Company charter (2 copies)

Means of Company law mentioned in section 16.2 should be reflected in company charter and approved by founders signature. http://www.legalinfo.mn/law/details/310

5

Service fee payment slip /44000 MNT to be paid at Golomt bank 1401002649, Khas bank 500112288/

To bring slip of payment or may pay through Visa card during registration.

6

ID copy /no need to notarize/

ID of founders or executive director

7

Proof of legal entity address

Should bring property certificate or agreement of rent. If founder registers by home address should bring ID.

8

Proof of invested capital

Founders should locate invested capital into bank account and bring bank receipt. If incorporated by intelligence property, real property then it should be clearly reflected on meeting decree about foundation, shareholders should recognize and sign on the minute of meeting, also bring property ownership certificate /notarized copy/ and agreement concluded between founders /notarized/.

Applicant should be:

Founder /one of the founders/ Person, accredited by the founder or shareholder
Registration of Foundation

REQUIRED DOCUMENTS

GUIDANCE

1

Confirmation of the legal entity name /500 MNT to be paid at Golomt Bank 1401001101, Khas Bank 5001122188/

The founder or an accredited person (with ID) visits the LERD and receives a name confirmation page. Service fee can be paid at the bank or with Visa card at the service window.

2

UB-03 application form /1copy/

Available at www.burtgel.gov.mn/service/ or from the state registrar

3

Stamp duty slip /44 000 MNT to be paid at Golomt Bank 1401002649, Khas Bank 5001122188/

Bring slip of payment of stamp duty or can be paid with Visa card at the service window.

4

Founder’s resolution, minutes of meeting /1copy/

Proper name, address, decision about foundation, board members /number of members should be above 5 and uneven/ should be reflected on resolution and founders should sign on it. Founder can be member of board. Charter should be approved by annex. If the number of founder is 2 and above should do minute of meeting and should be signed by chairman of the meeting.

5

Charter of Foundation /2 хувь/

Sample of Charter foundation can be downloaded at burtgel.gov.mn/service/
Article 10, 23, 25 of “Law about non-governmental organization” should be reflected on charter.

6

Board resolution, minute of meeting /1 copy/

At board meeting should make resolution which reflects about election of board chair and executive director, board members should sign on it. If exists monitoring council, members of council should be selected and should reflect it on resolution /number of members should be above 3 and uneven/

7

Proof of address /1 copy/

Can be registered by property right certificate, rental agreement or can be registered by founder’s home address entered on ID card.

8

Copy of ID card /1copy/

Copy of ID card’s of founders, board members, monitoring council members.

APPLICANT SHOULD BE:

  • Founder /may be one of founders/
  • Executive administration
  • Person who accredited by founder or board
Registration of religious organization

REQUIRED DOCUMENTS

GUIDANCE

Complete UB-03 application form /1copy/

Available at www.burtgel.gov.mn/service/ or from the state registrar

Confirmation of the legal entity name /500 MNT to be paid at Golomt Bank 1401001101, Khas Bank 5001122188/

The founder or an accredited person (with ID, ID can be copy) visits the LERD and receives a name confirmation page. Service fee can be paid at the bank or with Visa card at the service window.

Founders’ resolution, minutes of the meeting /1copy/

Should reflect proper name, address, decision about foundation, name and surname of board members (number of members should be above 5 and uneven), charter should be approved by annex. Founder can be member of board. If the number of founder is 2 and above should do minute of meeting and should signed by chairman of the meeting.

Decision about election of board chair from board meeting, minute of meeting. /1copy/

Board members elected by founder’s decision should held meeting and should elect board chair.

Charter /2 copy/

Article 9.3 of “Law about Relation between government, church and monastery”, article 10 of “Law about Non-government organization” must be reflected on charter. Available at www.legalinfo.mn.

Province or Capital city council meeting decree about permission to operate activity of religious organization

If would operate activity in province should have special permission from province council, if would operate activity in capital city then should have special permission from Capital city council. Bring original copy or notarized copy of this permission. Or can also bring copy with stamp approving it’s genuine. If would open branch should have permission from affiliated council.

Stamp duty slip /200 000 MNT to be paid at Golomt bank 1401002649, Khas bank 5001122188/

Stamp duty can be paid at the bank or with Visa card at the service window.

Copy of ID card /1 copy, no need to notarize/

Copy of founders and board members ID card.

Proof of legal entity’s address /1 copy/

Bring property right certificate or rental agreement. If would register by founder’s home address should bring founder’s ID card.

APPLICANT SHOULD BE:

Founder /may be one of founders/ Executive administration, person who can represent without accreditation The person accredited by founder or board.
Registration of press and media

REQUIRED DOCUMENTS

GUIDANCE

UB-03 application form /1copy/

Available at www.burtgel.gov.mn/service/ or from the state registrar

    Confirmation of the legal entity name /500 MNT to be paid at Golomt Bank 1401002649, Khas Bank 5001122188/

The founder or an accredited person (with ID) visits the LERD and receives a name confirmation page. Service fee can be paid at the bank or with Visa card at the service window.

Founder’s resolution, minute of meeting /1 copy/

Should reflect decision to found press and media organization, should appoint members of edition board /number of members should be above 3 and uneven/

Edition board decree

On decree should appoint executive director /chief/ and charter should be approved by annex. Board members should sign on decree.

Charter /2 copy/

Press and media registers as non-profit legal entity, hence recommend to use charter sample of non-government organization. Also do not reflect activities for profit. Should specify when and who can appoint and dismiss members of edition board and executive director.

Stamp duty slip /44000 MNT to be paid at Golomt Bank 1401002649, Khas bank 5001122188/

Can be paid at the bank or with Visa card at the service window.

Copy of ID card /no need to notarize/

Founders and executive director’s ID.

Proof of legal entity’s address

Property right certificate or rental agreement, if legal entity would register by founder’s home address then founder should bring ID card.

APPLICANT SHOULD BE:

Founder /one of founders/ Accredited person

REMARK:

If required may require another proof documents mentioned in article 11.5.1, 11.5.2 of General Law about state registration http://www.legalinfo.mn/law/details/ Please read Law about freedom of press and media, Law about advertisement, law about state registration of legal entity and regulation about recording legal entity’s state registration and other affiliated legislations Please see related forms and samples from www.burtgel.gov.mn Decision would be made within 2 days if application documents meet legal requirements.
Registration of Labor union

Required documents

Guidance

Confirmation of the legal entity name /500 MNT to be paid at Golomt Bank 1401001101, Khas Bank 5001122188/

The founder or an accredited person (with ID, can be ID copy ) visits the LERD and receives a name confirmation page. Service fee can be paid at the bank or with Visa card at the service window.

UB-03 application form /1copy/

Available at www.burtgel.gov.mn/service/ or from the state registrar

Official letter about approving registration and membership to one of the branch of Mongolian Labor Union.

Bring decree from one of the branches of Mongolian Labor Union about enrollment as a member organization.

All member’s meeting resolution, minute of meeting /1copy/

All members should hold meeting about foundation, do minute of meeting, sign on resolution. Director of Labor union, principals /above 5 and uneven/ should be elected, charter should be discussed and approved.
In charter should specify condition to appoint, change, role of director and principals.

Charter /2copies/

If would be regulated under charter of head union should bring copy of above charter. No need to notarize.

Copy of ID card of Director and principal members. /1copy/

No need to notarize.

Stamp duty slip / 44000 MNT should be paid at Golomt bank 1401002649, Khas bank 5001122188/

Bring slip of payment of stamp duty or can be paid with Visa card at the service window.

APPLICANT SHOULD BE:

  • Founder /may be one of founders/
  • Executive administration, person who can represent without accreditation
  • The accredited person /from founder or principals/.
Registration of savings and credit cooperative

REQUIRED DOCUMENTS

GUIDANCE

1

Confirmation of the legal entity name /500 MNT to be paid at Golomt Bank 1401001101, Khas Bank 5001122188/

The founder or an accredited person (with ID, can be copy of ID) visits the LERD and receives a name confirmation page. Service fee can be paid at the bank or with Visa card at the service window.

2

Stamp duty slip /44 000 MNT to be paid at Golomt Bank 1401002649, Khas Bank 5001122188/

Bring slip of payment or can be paid with Visa card at the service window.

3

UB-03 application form /1copy/

Available at www.burtgel.gov.mn/service/ or from the state registrar

4

Proof document of invested share in cooperative /1 copy/

Founders (number of founders should be above 20) should open bank account and bring receipt from bank approving capital is located in account. (According to article 5.2.3 of Law about Savings and credit cooperative, above 30% of investment which founder agreed to invest in foundation of cooperative should be collected in cash.

5

Meeting resolution of all founder members, minute of meeting /1 copy/

All members should participate in meeting, discuss following issues and decide according to majority vote and sign on resolution. Issues are follows:

  • About foundation of cooperative;
  • Charter ;
  • to elect principals of cooperative and monitoring board members.

During meeting should keep minute of meeting, chair of meeting and all members should sign. Following issues should be reflected in minute of meeting:

  • date of meeting, location ;
  • surname and name of founders ;
  • discussed issues during meeting, suggestions, percentage of support on suggestion, decision.

6

Principal board members meeting decree, minute of meeting /1 copy each/

Decree and minute of meeting should reflect election of principal board and Board chair /director of cooperative/ from members, and all members should sign on them.

7

Charter /2 copies/

Charter is main document regulating their activity and articles from 9.1.1 to 9.1.21 of Law about Savings and credit cooperative must be reflected on it.

8

Copy of ID card /1 copy/

Copy of founders ID card. /no need to notarize/

9

Proof of legal entity’s address. /1 copy/

Bring property right certificate or rental agreement. If would register by one of the founder’s home address should bring copy of founder’s ID card.

Registration of Partnership

REQUIRED DOCUMENTS

GUIDANCE

1 GP.
      The owners are jointly and severally
liable
      for invested capital and privately owned capital in partnership defined as General Partnership.
LP. L
      imited partnership is partnership which must have at least one member fully liable for any responsibility by invested capital in partnership and by it’s own capital and other members liable only for their invested capital.
LLP. Limited Liability Partnership is partnership which jointly founded by 2 and above citizen with the right to conduct professional activity, members bear partnership responsibility by amount of invested capital, and member who conducted wrong activity should fully bear responsibility by invested capital in partnership and by it’s own capital amount.
2

UB-03 application form /1copy/

Available at www.burtgel.gov.mn/service/ or from the state registrar.

3

Meeting resolution of foundation, minute of meeting /1 copy/

All members should hold meeting about foundation; approve resolution and do minute of meeting, also all members should sign on them. Total amount of investment from competent administrative person and members made in partnership should be reflected in resolution.

4

Agreement of foundation /2 copies/
Members should request for registration within 7 days after approval of agreement.

Agreement about foundation of partnership should be done according to the “Law about partnership” and should bring notarized copy. According to the type of partnership content of agreement would be different, hence please read carefully Law about Partnership when concluding agreement. www.legalinfo.mn

5

Limited Liability Partnership /LLP/ permission for professional activity /1 copy/

For example: Partnership members where carrying legislative activity should be registered in Mongolian Bar Association and should bring copy of certificate. No need to notarize.

6

ID card copy of Partnership members /1copy/

No need to notarize.

7

Stamp duty slip /44 000 MNT to be paid at Golomt Bank 1401002649, Khas Bank 5001122188/

Bring slip of payment of stamp duty or can be paid with Visa card at the service window.

8

Proof of members investment into partnership /1copy/

If invested by cash bring bank statement of account, if invested by product and goods this should be reflected in foundation resolution and minute of meeting, and approve list of capital, price amount by annex.

© 2018 General authority for state registration.

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