7 basic steps to set up a business and comply with Vietnam laws

 7 basic steps to set up a business and comply with Vietnam laws

Vietnam’s economy is increasingly diversified in terms of business activities and business regulations are also constantly being improved and enhanced. Accordingly, foreign investors can freely choose the right type of business. Therefore, the set up company in Vietnam is always a matter of great interest to foreign investors whom find business opportunities in Vietnam.

The first step is to set up a business in Vietnam

To take this step, the investor first needs to determine the type of business to choose to establish and provide the business name and expected information. Accordingly, the composition of the enterprise establishment dossier will be prepared according to regulations and submitted at the Business Registration Office, the Department of Planning and Investment of the place where it is expected to be headquartered. After submitting a valid application, the enterprise will be granted an enterprise registration certificate and announced the registration contents on the National Business Registration Portal.

The second step is to publish the contents of business registration

After being granted an enterprise registration certificate, an enterprise must make a public announcement on the National Business Registration Portal.

In the third step, the enterprise conducts stamp engraving

Enterprises can request to make a seal from the seal making agent. Accordingly, the enterprise actively decides on the type, quantity, form and content of the seal and is solely responsible for the use of its legal entity seal.

Fourth step is that to open a bank account in Vietnam

Currently, businesses can choose a bank to open an account for their business, to open an account, the bank requires an application form issued by the bank, a seal sample, the company’s charter, and a certificate. Business registration and related documents are required by different bank.

The fifth step is to register the tax declaration form in Vietnam.

Accordingly, enterprises register for the use of e-invoices and notify the use of e-invoices to their tax authorities. Enterprises need to contact the invoice supplier to order the printing of value-added invoice books and must register self-printed invoices with tax authorities.

In the sixth step, the enterprise needs to conduct labor registration in Vietnam. Enterprises register with the Department of Labor, War Invalids and Social Affairs to declare the use of labor. Within 30 days from the date of commencement of operation, the employer must register the employer to the Labor Department (according to the prescribed form). In addition, enterprises should note that the relationship between the employer and the employee is regulated by the Labor Code and specified in the labor contract.

Seventh step is to register for social insurance in Vietnam.

Enterprises register with the Social Insurance Agency to pay health insurance and social insurance for employees. Employers must fill in all information according to the form provided by social insurance, including: full name, date of birth, salary (recorded in labor contract), number of social insurance book (for employees who have been issued with a book), a certified copy of the company’s business registration certificate and a copy of each labor contract.

It can be seen that setting up a business requires businesses to carry out a lot of procedures and comply with many different regulations of tax, banking, labor, insurance… Therefore, besides learning about legal regulations and businesses can seek the support of professional consulting firm in Vietnam with expertise and experience in the field of business establishment to implement the process quickly and effectively.

Finding the right business partner in Vietnam is also important. We recommend doing research on the reputation of the company and individual shareholders, corporate or individual, gathering publicly available company information, and performing background checks on key personnel to find potential risks in cooperation. Working with a reliable partner can help achieve economic benefits, saving time and money in business.

ANT Lawyers, a law firm in Vietnam could offer service to establish company in Vietnam. We assist clients needing legal service in obtaining investment certificate, business registration certificate, or other  licensing procedures.

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English Speaking Law Firm in Vietnam

ANT Lawyers, English speaking law firm in Vietnam City with English speaking lawyers is located in the business center that provides convenient access to our clients.

Law Firm in Vietnam

As a single, fully integrated, global partnership, we pride ourselves on our approachable, collegiate and team-based way of working

ANT Lawyers is a member of International Bar Association, Vietnam Bar Federation, Hanoi Bar Association.

ANT Lawyers is an exclusive Vietnam law firm member of Prae Legal, a global law firm network spanning 5 continents and 150 countries.

ANT Lawyers is a boutique firm specialising in corporate M&A and representing foreign clients and investors across a wide range of domestic and cross-border transactions, including restructuring and joint ventures” IFLR1000 reviews under Financial and Corporate.

We pride ourselves on international recognition by IFLR1000 on Financial and Corporate practice, Legal500, international standard by Prae Legal peer members, local expertise and strong network with Vietnamese authorities and local experts.

Our business strategy is driven by customers’ needs and our focus to provide clients with a high quality legal advice within business context.

Send us request via email at ant@antlawyers.vn or call us at +84 28 730 86 529

Let ANT Lawyers help your business in Vietnam

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Which Judgement Enforcement Agencies that Enforce Arbitral Awards?

 Which Judgement Enforcement Agencies that Enforce Arbitral Awards or Decisions of Arbitration Councils on the Application of Interim Urgent Measures?

Under Article 8 of Vietnam Law on Commercial Arbitration, judgement enforcement agencies for enforcement of arbitral awards or decisions of arbitration councils on the application of interim urgent measures as regulated as following:

Arbitral Award Enforcement Law Firm in Vietnam

Competent civil judgment enforcement agencies to enforce arbitral awards are civil judgment enforcement agencies of provinces or centrally run cities in which arbitration councils issue the awards.

Competent civil judgment enforcement agencies to enforce decisions of arbitration councils on the application of interim urgent measures are civil judgment enforcement agencies of provinces or centrally run cities in which the interim urgent measures need to be applied.

ANT Lawyers - Arbitral Award Enforcement Law Firm in Vietnam our trial lawyers with accreditation in national and international arbitration practice could help providing legal advice in disputed matters, and guide the clients through out the process. The lawyers could also advise the clients on various matters from choice of arbitrator, choice of arbitration rules, ad-hoc or institutional arbitration, place of arbitration, enforcement of arbitral award.

ANT Lawyers – as a law firm in Vietnam always follow up the enforce arbitral awards cases and their development to update clients on regular basis.

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The Ministry of Industry and Trade to Review the New Exporter in case Anti-dumping AD07

 The Ministry of Industry and Trade to Review the New Exporter in case Anti-dumping AD07

July 15, 2022, the Ministry of Industry and Trade issued Decision No. 1403/QD -BCT on the results of the first review of applying anti-dumping measures on several plastic products and plastic products made from polymers which is the production of propylene originating from Malaysia, Thailand, and the People’s Republic of China (case code: Anti-dumping AD07).

On August 19, 2022, the Trade Remedies Authority of Vietnam received a dossier requesting for reviewing of the anti-dumping taxes applied to new export enterprises from SRF Industries (Thailand) Limited (SRF Thailand) Company in the AD07 case.

Based on the request, the Department of Trade and Industry conducted an assessment and sent out written requests to supplement and clarify some information and content on the basis for reviewing the new exporter enterprises.

On October 17, 2022, the Trade Remedies Authority of Vietnam issued an Official dispatch No 820/PVTM-P1 confirming the complete and valid dossier.

Under the provisions of Clause 3, Article 82 of the Law on Foreign Trade Management, dated November 14, 2022, the Ministry of Industry and Trade issued Decision No. 2400/QD-BCT on conducting a review of new exporters in applying anti-dumping measures on certain plastic products and plastic products made from propylene which is the production of polymers originating from Malaysia, Thailand and the People’s Republic of China (NR01.AD07).

If Client needs any more information or request for legal advice or potential dispute regarding trade remedies measures including, anti-dumping, countervailing duty and safeguard measures or international trade dispute matters, our competition, anti-dumping, and countervailing duty lawyers of International trade and tax practice at ANT Lawyers, a law firm in Vietnam always follow up anti-dumping cases and its development to update clients on regular basis. 

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Regulations of Radio and Television Services in Vietnam

What Changes in Decree 71/2022/ND-CP  on Regulations of Radio and Television Services in Vietnam?

Along with the strong development of the Internet is an increase in people’s demand for using television services on the Internet instead of the traditional methods. Television services on the Internet providing domestic and foreign programs, movies, etc. have brought a significant source of revenue for domestic and foreign enterprises providing radio and television services. However, to ensure legal fairness for domestic enterprises as well as foreign enterprises doing business in providing this service to users, on October 1^st, 2022, the Government issued Decree 71/2022/ND-CP amending and supplementing some articles of Decree No. 06/2016/ND-CP dated January 18^th, 2016 on management, provision and use of radio and television services. The promulgated Decree has added new regulations on the management of domestic and foreign enterprises providing radio and television services, or in other words, changes in broadcast law in Vietnam. Specific details should be advised by media and entertainment lawyers in Vietnam however this write-up expects to provide some update on the development of regulations in this area.

As for management policies, the Decree stipulates the management of the provision and use of radio and television services in Vietnam, including radio and television services on the Internet, or across borders to users in the territory of Vietnam. Accordingly, foreign enterprises providing across borders radio and television services in Vietnam must be managed and comply with the provisions of Vietnam law.

For internet radio and television services (OTT TV), enterprises can choose from two service delivery models: (i) OTT TV provides both online channels and on-demand content (VOD) and (ii) OTT TV only provides VOD (OTT TV VOD). For OTT TV VOD service, enterprises are not required to provide program channels like traditional services and only needed to make a declaration according to the form of the Ministry of Information and Communications, instead of having to make a scheme as previously required to apply for a license to provide paid radio and television services. This regulation creates favorable conditions for domestic enterprises with the same technical conditions as foreign enterprises to participate in providing radio and television services on demand on the internet. Foreign enterprises wishing to participate in the market must also carry out the procedures for applying for a license like domestic enterprises.

The next highlight of Decree No. 71/2022/ND-CP is the addition of regulations on editing, classifying and translating radio and television content on demand (VOD). Enterprises are allowed to actively edit and classify VOD content as movies, sports and entertainment programs when meeting the conditions and criteria as prescribed by competent agencies which previously, according to the provisions of Decree No. 06/2016/ND-CP, all VOD content must be edited by a press agency with a radio and television license before being provided on the service. Accordingly, this content is divided into 03 groups to perform as follows:

(i) For news and current affairs programs; programs on politics, national defense, security, economy, and society must be produced and edited by a press agency that has licensed to operate radio and television before being provided on the service;

(ii) For films: Before providing services, enterprises must ensure conditions for the classification of films according to the Government’s regulations and take responsibility to the law for the content and results of film classification according to the classification criteria prescribed by the Vietnam Ministry of Culture, Sports and Tourism; In case enterprises have not yet met conditions for classification of films, it is requesting the Ministry of Culture, Sports and Tourism or an agency authorized by the Ministry of Culture, Sports and Tourism to classify films that have not been granted a Film Classification License or a Broadcast Decision;

(iii) For sports and entertainment programs: Enterprises must edit and classify before providing them on the service and display warnings while providing services, ensuring that they do not commit violations against regulations of Vietnam law. Enterprises shall work on the principles of editing, classifying, and warning content in accordance with regulations of the Ministry of Information and Communications and relevant laws to carry out editing and classification activities.

Regarding regulations on translation management, enterprises are allowed to take the initiative in translation activities. The translation of foreign programs and channels, enterprises must respect and preserve the purity of the Vietnam language, and ensure that they do not violate the prohibitions according to the provisions of Vietnam law.

In addition to supplementing regulations on management policies, Decree 71/2022/ND-CP has added regulations to reduce administrative procedures, and orient online application components to reduce costs for enterprises providing radio and television services. Accordingly, enterprises that wish to apply for a license i.e. a license to provide paid radio and television services, amend or supplement the content of the license, or re-issue the license, only need to prepare set of 01 (a) dossier (previously two sets, 01 sets of originals, 01 sets of copies) and can submit online on the online public service portal of the Ministry of Information and Communications for cases which electronic authentication certification is available. In addition, the processing time for the above procedures and documents are also significantly shortened, creating favorable conditions for enterprises when carrying out administrative procedures quickly, ensuring that the business operations are not affected.

Decree No. 71/2022/ND-CP officially took effect on January 1^st, 2023.

ANT Lawyers, as a reliable law firm in Vietnam, we focus on providing possible solutions that best meet the needs of legal and business clients. We help customers achieve their goals while protecting their interests, minimizing risks, and complying with the law.

Tell us how we can be of service and one of our team members will contact you. Email: ant@antlawyers.vn, Tel: +84 28 730 86 529

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10 Questions to Ask Before Setting up Company in Vietnam

Foreigners are encouraged to make investment in Vietnam through direct investment by setting up company in Vietnam.

However there are restrictions in some cases in regard to investment capital, investment area, special licenses required. The investor is suggested to consult with a law firm in Vietnam for advice and service offering.

10 Questions to Ask Before Setting up Company in Vietnam

Before setting up company in Vietnam, ask yourself the following questions:

1. Which business should I invest in Vietnam?

There are non-conditional investment areas and conditional investment areas. Establishing company in the non-conditional investment areas are more simple than in conditional investment areas. Investment in IT services, manufacturing, management consulting, business promotion are a few samples of non-conditional investment areas. Example of conditional investment areas are real estate, trading, travel agencies, freight forwarding… which are more complicated with investment conditions. Investment conditions might also be changed over the time depending on the WTO commitments which Vietnam enters.

2. What should I name the business in Vietnam?
The company in Vietnam has to have Vietnamese name, and English name. The company could also have abbreviated name. The name of the company in Vietnam indicates the structure of the company, the business lines, and the name that differentiate against other businesses. For instance, the company could be named Alpha consulting limited liability company.

3. Where should I register the address of the business in Vietnam?
Not every address could be used to register a company. The address has to be an address of a house with leasing agreement or office building which owner has license to operate as office building.

4. What is the legal structure of the company?
Depending on the number of investor contributing capital, company could be set-up as one member limited liability company or two ore more member limited liability company or joint stocks company.

5. How much capital is required to set-up a company in Vietnam?
The investment amount depends on the business plan and is subject to the approval of the provincial Department of Planning and Investment evaluating application dossier. In some business areas like real estate, banking and finance, minimum capital is required. In general for non-conditional investment area, the law does not specify the minimum capital to establish a company in Vietnam however the State agencies that evaluate investment plan could reject the investment project which are not feasible. Bank statement in foreign banks could be used to prove sufficient fund of investment capital.

6. Whom will be legal representative and work permit in Vietnam?
The investor will need to appoint the legal representative in Vietnam to oversee the business performance and take legal responsibility in Vietnam. If the legal representative is an expatriate, whom is a capital contributing member or owner of a limited liability company or a member of the Board of Management of a shareholding company which is registered to operate in Vietnam, he or she will be exempted from work permit in Vietnam. Otherwise, he or she will need to have a work permit to work in Vietnam legally. The work permit holder would then apply for temporary residence card to live in Vietnam as long as the work permit allows.

7. How long does it take to set-up a company in Vietnam?
It depends on what type, scale, and whether or not conditions are required. For a simple minimum capital without conditions to set-up, it would take 30 working days. For setting up company in conditional investment areas i.e.  trading company in Vietnam, time would be lengthen due to the involvement of a number of State agencies approving the investment project and it would take 60 working days. For setting up company in other investments in areas requiring conditions to meet, time might be taken depending on the type of conditions and the government agencies evaluating the conditions of investment.

8. Whom will be granting the investment license in Vietnam?
For most of the investment projects, the provincial state agencies with the approval of the Department of Planning and Investment (DPI) will be granting the Investment Certificate in Vietnam. However, depending on the type, scale, and whether or not conditions are required, other Vietnam State agencies might be involved. For the case of trading company, ministry of trade and commerce, ministry of finance, provincial people’s committee will be reviewing the investment application dossier as well.

9. What are the tax liability in Vietnam?

Major taxes in Vietnam are corporate income tax, import and export tax, value added tax, and personal income tax in Vietnam. In some special areas, there are other taxes. The corporate income tax is currently at 22% and will reduce to 20% beginning 2016. Export is mostly encouraged as such the export tax is 0 however there are special cases when export tax is larger than 0. Import tax varies according to tariff. Value added tax is mostly at 10% however in some cases, VAT could be 5% or 0%. Personal Income tax varies according to income level and is applicable from VND 9,000,000 above.

10. What are mandatory reports submissions requirement in Vietnam?
Companies are required to keep accounting books, prepare and submit tax reports on monthly, quarterly and annually. Foreign companies are also required to have financial audit taken before the financial year end. The financial year in Vietnam is from January to December and the deadline to submit financial report is March 30th for the previous year. Other reports are required to be submitted at other State agencies.

With highly professional staff and great experience in business in Vietnam, ANT Lawyers would like to support you in establishing company in Vietnam.

Source ANTLawyers: https://antlawyers.vn/library/10-questions-to-ask-before-setting-up-company-in-vietnam.html

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Law Firm in Vietnam

ANT Lawyers is a law firm in Vietnam with offices in Hanoi, Danang and Ho Chi Minh City. We are an exclusive Vietnam law firm member of Prae Legal, a global law firm network spanning 5 continents and 150 countries through which we have built up relationship with lawyers from all parts of the world. This cooperation allow ANT Lawyers to handle cases involving matters of international nature involving foreigners.

Law Firm in Vietnam

ANT Lawyers, as a reliable English speaking law firm in Vietnam, we focus on providing possible solutions that best meet the needs of legal and business clients. We help customers achieve their goals while protecting their interests, minimizing risks, and complying with the law.

The law firm works with corporate and individual clients from across the sectors and offers a true spectrum of legal expertise, both contentious and non-contentious. Highly professional staff and great experience enables us to advise on various matters from the precedent-setting to the purely procedural.

The common thread in everything our law firm does is our ability to combine both commercial and legal perspectives. This means our clients can rest assured that, whatever the case or transaction, our lawyers at the law firm in Vietnam have the experience to deliver legal advice and service that works in a commercial context.

Our lawyers offer client with particular services that guide clients throughout investment, commercial transaction, M&A, civil transaction, property sales and purchase, IP registration, and dispute resolution procedures.

We help clients to overcome cultural barriers and achievie their strategic and financial results, anh in the meantime ensure best interest protection, risk minimization, and regulatory compliance.

Looking for a reliable local English speaking law firm in Vietnam for your business?

Tell us how we can be of service and one of our team members will contact you. Email: ant@antlawyers.vn, Tel: +84 28 730 86 529

Source ANTLawyers: https://antlawyers.vn/

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How to Set Up Company in Hanoi?

How to Set Up Company in Hanoi?

The Law on investment 2021 has a lot of investment incentive policies in economic sectors in Vietnam for foreign investors.

Foreign investors that invest in Vietnam in general and Hanoi in particular for the first time must have investment projects and fill in investment registration or examination procedures at state agencies in charge of investment in order to be granted Investment Registration Certificates (“IRC”) and Enterprise Registration Certificate (“ERC”). Company with 100% foreign capital has founded and operated from the date of issuance of the investment certificate.

The investor who wishes to apply for IRC in Hanoi, s/he need to have a possible project which is accepted by the Government (The Department of Planning and Investment of Hanoi City). The dossier on applying for IRC

For Investment Registration Certificate, the investor must prepare the dossier included:

i) An application form for execution of the investment project, including a commitment to incur all costs and risks if the project is not approved;

ii) A document about the investor’s legal status;

iii) Document(s) proving the financial capacity of the investor including at least one of the following documents: the investor’s financial statements for the last two years; commitment of a parent company to provide financial support; commitment of a financial institution to provide financial support; guarantee for the investor’s financial capacity; other document proving the investor’s financial capacity;

iv) Proposal for the investment project including the following main contents: investor or method of investor selection, investment objectives, investment scale, investment capital and plan for raising capital, location, duration and schedule of the investment project, information about the current use of land in the location of the project and proposed demand for land use (if any), demand for labor, proposal for investment incentives, impact and socio – economic efficiency of the project and preliminary assessment of environmental impact (if any) in accordance with regulations of law on environmental protection.

If the law on construction requires formulation of a pre-feasibility study report, the investor is entitled to submit the pre-feasibility study report instead of a proposal for the investment project.

v) If the project does not require the State to allocate or lease out land or to permit land repurposing, a copy of the document regarding the land use rights or other document identifying the right to use the location for execution of the investment project is required to be submitted;

vi) Contents of the explanation for the technology to be used in the investment project if the project requires appraisal and collection of opinions on the technology in accordance with the Law on Technology Transfer;

vii) The business cooperation contract if the investment project is executed under a business cooperation contract;

viii) Other documents relating to the investment project, and requirements on the eligibility and capacity of the investor in accordance with regulations of law (if any).

After having the project, the investor needs to apply for Business Registration Certificate, the dossier included:

i) An application for enterprise registration;

ii) The enterprise’s charter;

iii) A list of members of a limited liability company with two or more members or a list of general partners;

iv) A notarized copy of identity card or valid passport of individual member;

v) A notarized copy of the Business Registration Certificate of the organization’s member;

vi) A notarized copy of valid identity card or passport of the organization’s legal representative;

vii) The copy of Investment Registration Certificate.

The time for applying the investment project is 15 working days and the time for applying the company is 03 working days after the date of submitting the valid dossier.

ANT Lawyers, a law firm in Vietnam could offer service to set-up company in Vietnam. We assist clients needing legal service in obtaining investment certificate, business registration certificate, or other  licensing procedures.

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Brief Reminder of Time Schedule to Apply PCT Application into Vietnam

According to Vietnam Law on Intellectual property, a PCT applicant who would like to go into Vietnamese phase after the end of PCT procedures need to submit the application within the following duration:

International Application with PCT in Vietnam

If an international application designates Vietnam, the National Office of Intellectual Property in Vietnam (NOIP) is the designated office. In this case, in order to enter the national phase, the applicant shall submit, within 31 months from the date of priority, to the NOIP the following:

-Written declaration requesting invention registration, made according to a set form;

-Copy of the international application (if the applicant requests the entry into the national phase before the date of publication of the international publication);

-Vietnamese translation of the international application: The description, consisting of a description section, protection request, annotations for drawings and abstract (the published copy or initially filed original application, if the application has not yet been published, and modified copy and explanation of modified contents, if the international application has been modified under Article 19 of Patent Cooperation Treaty;

-National charges and fees.

If an international application elects Vietnam, the NOIP is the elected office. In this case, if the election of Vietnam is made within 19 months from the date of priority, in order to enter the national phase, the applicant shall submit, within 31 months from the date of priority, to the NOIP the following documents:

-Written declaration request;

-Sting invention registration, made according to a set form;

-Vietnamese translation of the international application: The description, consisting of a description section, protection request, annotations for drawings and abstract (the published copy or initially filed original application, if the application has not yet been published, and modified copy and explanation of modified contents, if the international application has been modified under Article 19 and/or Article 34(2)(b) of the Treaty);

-Vietnamese translations of annexes to the international preliminary examination report (when substantive examination of the application is requested);

-National charges and fees.

After having submitted the application, the time  when the processing of an international application designating or electing Vietnam in the national phase starts is the first day of the thirty second month from the date of priority if the applicant files no written request for entry into the national phase earlier than the above time limits. The international application shall be put to formality examination and substantive examination according to the procedures applicable to ordinary invention registration applications. If the applicant requests in writing earlier examination of his/her application and pay the prescribed charge, the international application shall be examined earlier than the time limit specified above in accordance with the provisions of Article 2 3(2) of the Treaty.

Please be noted that in addition to the cases where an international application is considered withdrawn specified in the Treaty and the Regulation on implementation of the Treaty, an international application designating or electing Vietnam shall be considered withdrawn if the national fees are not paid to the NOIP or there is no Vietnamese translation upon the expiration of the set time limit.

It is important to adhere to the deadline and patent attorney of ANT Lawyers always follow up with the Client to remind on the schedule to follow when submitting for PCT application in Vietnam.

It is important to adhere to the deadline and patent attorney in Vietnam of ANT Lawyers always follow up with the Client to remind on the schedule to follow when submitting for PCT application in Vietnam.

If you're looking for an affordable IP attorneys in Vietnam, check out ANT Lawyers was established to meet these needs by providing fast, effective and economical solutions. Hope that clears things up a bit. Feel free to message me directly to chat further about any other IP questions that you face.

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