Invoices during dissolution or temporary suspension

The tax authority issues e-invoices with a tax authority code on a per-transaction basis. An organization that has ceased business operations but has not completed the procedure to terminate its tax code, and that liquidates assets or goods and needs invoices to give to the buyer, is among the eligible cases: a VAT invoice if it pays tax under the credit method, a sales invoice if it pays under the direct method.

• The issuance sequence follows the regulations of the Minister of Finance.

Legal basis: Points a.2.1, b.1.1 and d, Clause 2, Article 6 of Decree 254/2026/NĐ-CP. Further reading: /kien-thuc/quyet-toan-thue-khi-giai-the/. Thái Tín helps the enterprise prepare the file requesting invoice issuance for liquidation.

An enterprise that is temporarily suspended but needs invoices to give to customers in order to perform contracts signed before the date of the notified suspension is among the cases in which the tax authority issues e-invoices with a tax authority code on a per-transaction basis.

• General principles on invoices and tax declaration during suspension: see question b37.

Legal basis: Points a.2.2 and b.1.2, Clause 2, Article 6 of Decree 254/2026/NĐ-CP. Further reading: /kien-thuc/tam-ngung-kinh-doanh-hay-giai-the/.

An enterprise subject to enforcement by the tax authority through the measure of suspending invoice use is among the cases eligible for e-invoices with a tax authority code on a per-transaction basis. This is the route to obtain valid invoices for each transaction while the enforcement measure remains in effect.

• When the enforcement measure ends: see question a28.

Legal basis: Points a.2.3 and b.1.3, Clause 2, Article 6 of Decree 254/2026/NĐ-CP. Further reading: /kien-thuc/giai-the-cong-ty-con-no-thue/.

E-invoices are preserved and stored as data messages, ensuring safety and integrity without alteration, and are kept for the full period required by accounting law; they must be ready to be printed on paper or looked up upon request. The enterprise chooses a suitable storage method itself.

• Who is responsible for keeping documents after dissolution: see HD-095.

Legal basis: Clauses 1 and 2, Article 5 of Decree 254/2026/NĐ-CP.

No new contracts may be signed, except contracts to carry out the dissolution (for example, selling assets in liquidation or hiring services to handle the procedures). The enterprise may also not unilaterally terminate contracts that are already in effect.

Legal basis: Points d and e, Clause 1, Article 211 of the Law on Enterprises 59/2020/QH14. Further reading: /kien-thuc/thanh-toan-no-khi-giai-the/.

No. From the time the dissolution decision is made, the enterprise and its managers are strictly prohibited from pledging, mortgaging, donating or leasing assets. Assets are used for liquidation and debt repayment in the order of priority.

Legal basis: Point đ, Clause 1, Article 211; Clause 5, Article 208 of the Law on Enterprises 59/2020/QH14. Further reading: /kien-thuc/thanh-toan-no-khi-giai-the/.