Corporate Legal Services

Handling company bank accounts upon dissolution: closing and settlement

A Korean packaging manufacturer in Binh Duong decided to dissolve after 9 years of operation, and its finance director proposed closing all 3 bank accounts at once to cut management fees while tax finalisation was pending. The chief accountant pushed back hard because the company still had to collect VND 2.3 billion of customer receivables, pay severance to 41 employees and recover the workshop lease deposit. Closing the accounts at that moment would have left every liquidation cash flow without a lawful channel. The order in which bank accounts are handled is therefore a classic sequencing problem inside a lawful dissolution.

Dissolution sequence under Article 208 of Enterprise Law 2020 and where bank accounts sit

Enterprise Law 2020 No. 59/2020/QH14 sets out dissolution grounds in Article 207 and the dissolution sequence in Article 208, with one governing principle throughout: an enterprise may dissolve only when it ensures payment of all debts and other property obligations. The payment priority inside that sequence runs from wages, severance and social insurance for employees, to tax liabilities, then to other creditors and only finally to distribution of remaining assets to the owners. Company bank accounts are the sole channel through which that payment chain can be executed with documentary evidence, so their place in the dissolution sequence sits at the end of the line rather than the beginning.

For a foreign invested enterprise like the Binh Duong packaging company, alongside ordinary payment accounts there is a direct investment capital account at an authorised bank, the mandatory channel for capital transactions and outward remittances of the investor.

Order for closing and settling bank accounts during the Binh Duong dissolution

Step 1 – Freeze routine spending but keep accounts alive: right after the dissolution decision the Binh Duong company asks the bank to switch accounts into liquidation only mode, cancelling overdraft limits and corporate cards while still receiving receivable collections and paying items inside the Article 208 priority order.

Step 2 – Complete tax finalisation and obtain a no tax debt confirmation: the enterprise files for termination of its tax code validity, cooperates with the finalisation inspection and receives the notice confirming tax duties are fulfilled, because both the bank and the business registration authority demand that paper before accepting a completed dissolution.

Step 3 – Settle every pending item through the accounts: the company pays severance to 41 employees, clears the final supplier invoices, recovers the VND 600 million workshop deposit and collects the last customer receivables, ensuring each entry carries bank evidence for the liquidation report.

Step 4 – Move the final balance to the investor through the capital account: the amount left after deducting all obligations passes from the payment account into the direct investment capital account and then abroad to the Korean parent, accompanied by the dissolution file and tax confirmation so the bank can execute a lawful foreign exchange transaction.

Step 5 – Close each account in turn and collect settlement confirmations: the company applies to close subsidiary payment accounts first, the main payment account next and the capital account last, receiving for each closure a zero balance confirmation with its settlement date to attach to the dissolution notice filed with the business registration authority.

Actual liquidation figures from the Binh Duong packaging company over five months

The Binh Duong liquidation ran from March to August 2026, during which the bank accounts recorded 67 liquidation transactions with total payments of VND 11.4 billion and total receipts of VND 3.1 billion from receivables and refunded deposits. The largest payment was final month wages and severance for 41 employees at VND 2.05 billion, followed by finalised corporate income tax of VND 890 million and raw material supplier payments of VND 5.6 billion. Because the accounts stayed open until the end, every payment could be evidenced by statements for the tax inspection, and the tax authority accepted the finalisation file at the first round without asking for supplementary explanations about cash flows.

The final remaining balance of VND 1.78 billion moved through the direct investment capital account to Korea on 18 August 2026 after the tax fulfilment confirmation was in hand, and all 3 accounts were closed within that same week against bank settlement confirmations.

Consequences of early account closure and post inspection points on liquidation cash flows

Closing accounts before tax finalisation finishes produces three direct consequences: refunded tax has nowhere to land, receivables collected afterwards are pushed through personal accounts and destroy liquidation transparency, and the investor loses the lawful channel for moving residual assets abroad. For a foreign investor, routing money through informal channels or a third party account also invites bank and foreign exchange scrutiny of fund origins at post inspection, and the transaction can be frozen pending verification. In addition, if an account closes while debts remain unpaid, creditors gain grounds to argue the enterprise dispersed assets and to ask a court to examine the liquidation manager personal responsibility.

From the bank side, settling accounts of a dissolving enterprise is handled cautiously: the bank checks the dissolution decision, the business registration authority notice and the tax confirmation before releasing the last balance, especially for a direct investment capital account.

The action principle from the Binh Duong dissolution fits in one sequencing sentence: keep the accounts alive until tax confirms completion, every debt is paid and the final balance has reached the capital account, and only then close each account against a settlement confirmation filed together with the termination dossier.

This article has been quality-reviewed by the FLAW AI Legal Council