NOTABLE CHANGES OF VIETNAM LAW ON ENTERPRISES

ON NOVEMBER 26TH, 2014, THE NEW VERSION OF LAW ON ENTERPRISES HAS BEEN ADOPTED BY VIETNAM’S NATIONAL ASSEMBLY. THE ACT WILL COME INTO EFFECT ON JULY 1ST, 2015 AND REPLACE LAW ON ENTERPRISES 2005. IT COMPRISES 10 CHAPTERS AND 213 ARTICLES, WHICH SEEK TO IMPROVE VIETNAMESE BUSINESS ENVIRONMENT. KEY POINTS OF THE AMENDMENT INCLUDE.

how to setting up business company in Vietnam

Company seals will be made optional

Pursuant to the prior Law on Enterprise, the Gorvernment shall stipulate the content of seals, conditions for making seals and regulations on seals usage. Now this regulation has changed under the new law. According to Article 44 of the new law, the company shall be entitled to decide the design, number and content of seals. The seals must supply the following information:

- Name of the company

- Tax number of the company Before using, the company must supply the seal sample to business registration office to post on National Portal of Business registration. The usage of seals must be in conformity with the company’s bylaw. Seals shall be used in case stipulated by law or agreed between transactional party.

 Limited company, joint-stock company may have more than one representatives

Article 13 of the law states that limited company or joint-stock company may have one or many representatives. The number of representatives, titles, rights and obligations of each representative are set out by the company’s bylaw. The company must ensure that at least one representative lives in Vietnam and that representative, if leaving Vietnam, must authorize another person in writing to perform on behalf of him.

The director or general director of joint-stock company will not be prohibited being concurrently the director or general director of another enterprise

Under the Law on Enterprises 2005, the director or general director of the company cannot be concurrently the director or general director of another enterprise. This regulation has been removed by the new amendment. The only exception is the one who is appointed by the state as owner representatives of state capital portions in state-invested enterprises.

ANT Lawyers is a Vietnam law firm with international standards, recognized by IFLR1000 on Financial and Corporate practice. The firm provides a wide range of services, including M&A, corporate establishment, business advisory, tax advisory, dispute resolution for multinational and domestic clients.

This publication has been prepared for general guidance on matters of interest only, and does not constitute professional advice. For further details or to contact the firm, please email ant@antlawyers.vnor call us at +848 35202779.

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How to Set-up Travel Services Business in Vietnam

Foreign investor could only set-up joint venture with Vietnam travel agency to set-up travel services business in Vietnam because transport of passenger belongs to investment areas with conditions applied to foreign investor inVietnam.

No one could deny that information technology has tremendously changed the way travel services business operates.  The use of booking reservation system application on smartphone and internet are widespread that make travel has never been easier.   Foreign investor would be interested to explore the travel services market. However, 100% foreign owned company is not allowed to set-up in travel services business in Vietnam. As this investment area is conditional, it is advised that a law firm in Vietnam should be consulted to ensure compliance with local regulations.

The application process and documents requirements are briefly as following:

I. Required documents:

1. Application for the International Travel Business License (form);
2. Certificate of business registration (copy - certified)
3. Business plan for the international travel agency;
4. Tour schedule
5. Proof of at least 4 years of experience in international travel business operations
6. Certified copies of the tourist guides' cards whereby at least 3 international tourist guides are required
7. Confirmation of bank deposit (as per regulations);
8. Proof of office premises or legally registered place of business

II. Business License Application Procedure

1. Submission of the required documents to the correct authority (Department of Culture, Sports and Tourism of the province/city where the business is headquartered).
2. The Department of Tourism of the province/city completes the records of appraisal and submits a written request with the agency's records to the Minstry of Culture, Sports and Tourism in Vietnam within ten working days from the date of receipt of a valid application. When cases are not eligible for the proposed permit to the state agencies, the provincial tourism department shall cite the specific reasons for refusal.
3. The state management agency of tourism (VNAT - Ministry of Culture, Sports and Tourism) is responsible for reviewing and licensing the international travel business within ten working days from the date of both receipt of the file and written request of the state agency of tourism in the province. In case of refusal, the ministry shall state the specific reasons to the state and provincial tourism authorities

III. Number of records

- Submission to the Department of Culture, Sports and Tourism: 01

- Tourism Authority Filed in: 01

At ANT Lawyers, a law firm in Vietnam with offices in law office Hanoi and Ho Chi Minh City, we are available to assist clients in licensing and post-licensing matters to help clients with all questions and services in setting up and maintaining the company or other form of business entities in Vietnam. We could be reached at email: ant@antlawyers.vn or office tel: +848 35202779.

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Mergers and Acquisitions

M&A activities in Vietnam are quite complicated due to their characteristics in terms of the nature of each enterprise's business entity and distinctive legal system of Vietnam, which often confuses many foreign investors. With the purpose of providing our clients with the best service and active support for their development strategies, not only is Ant Lawyer's team of lawyers and specialists required to be in possession of in-depth knowledge about such characteristics, but they also have to keep their insights into taxation, labor, intellectual properties, unfair competition, and any matter relating to M&A activities, always updated.

Our legal services in the area of Mergers & Acquisitions include:

Verification of the enterprise’s legal status with respect to taxation, debts, and labor, as well as its general business situation

Assessment of the enterprise’s financial situation

Advise on the negotiation, development and implementation of contracts

Participation in mergers & acquisitions negotiations

Consult on labor & employment arrangements

Consult on the financial methods facilitating mergers & acquisitions

Advice on the time limits, procedures, and conditions for the transfer and exchange of assets, transfer and exchange of capital contribution portions, shares and bonds of the enterprise merged into contributed capital, and shares and bonds of the enterprise accepting the merger

File all necessary paperwork following a merger or acquisition

• If you would like further information on Contract consultancy, please either email to our Partner
• ant@antlawyers.vn, or call +84 8 3520 2779 (HCMC Office), +84 4 39388751 (Hanoi Office). To learn more about us, please visit www.antlawyers.vn
  
  
  
  
  ANT Lawyers is a Vietnam law firm with international standards, recognized by IFLR1000 on Financial and Corporate practice. We are an exclusive Vietnam member of Prae Legal, the global law firm network covering more than 150 jurisdictions. The firm provides a range of legal services as following to multinational and domestic clients.
  
  
  
  
  Commercial
  
  
  Dispute Resolution
  
  
  Debt Recovery
  
  
  
  
  Employment
  
  
  
  
  Foreign Investment
  
  
  
  
  Intellectual Property
  
  
  
  
  International Trade and Taxes
  
  
  
  
  Infrastructure and Project
  
  
  
  
  Civil Matter
  
  
  
  
  This publication is designed to provide updated information of legal matters, and does not constitute professional advice.

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Bussiness consultant in Vietnam

In today's marketplace, companies considering sourcing or selling their products overseas must evaluate many more options than in the past and process greater amounts of information in order to make decisions. Moreover, cultural barriers and newly enacted government regulations make global trade even more of a challenge.

We are Ant Lawyers a prestigious Vietnamese law firm that offers a variety of trade, financial, and consulting services to foreign investors. We specialize in facilitating business transactions and partnership opportunities in Vietnam. Our experience and customs-specific knowledge can help you mitigate risk by developing a solid understanding of the international trade issues that may impact your business. If you are planning on doing business in Vietnam, you have come to the right place.

We have experience in facilitating business transactions and most importantly, we have decades of specific local business knowledge and connections in high levels of government authorities and business circles. This knowledge translates into a genuine ability to deliver best results.If you would like further information on Contract consultancy, please either email to our:


ant@antlawyers.vn, or call +84 8 3520 2779 (HCMC Office), +84 4 39388751 (Hanoi Office). To learn more about us, please visit www.antlawyers.vn


ANT Lawyers is a Vietnam law firm with international standards, recognized by IFLR1000 on Financial and Corporate practice. We are an exclusive Vietnam member of Prae Legal, the global law firm network covering more than 150 jurisdictions. The firm provides a range of legal services as following to multinational and domestic clients.


Commercial

Dispute Resolution

Debt Recovery


Employment


Foreign Investment


Intellectual Property


International Trade and Taxes


Infrastructure and Project


Civil Matter


This publication is designed to provide updated information of legal matters, and does not constitute professional advice.

Read More

Finance consultants in Vietnam

Ant Lawyers provides legal services corresponding to clients’ specific financial needs, hence helping them to minimize costs and maximize profits.

We have strength in financial restructuring and supporting enterprises in building development strategies.

Over the past few years, Ant Lawyers’s attorneys have amassed diverse experience by practicing in different financial sectors. We are constantly looking for answers to the most complex situations encountered by our clients and always effectively cooperate with competent authorities, thus meeting the expectations of clients.

Our legal services in the area of finance include:
Consult on drafting or assist in the drafting of corporate internal financial regulations, building the judgement mechanism, internal capital and assets
Resolutions for revenue, cost, and asset management
Consult on the establishment of securities companies, public company registration, conditions of listing shares, the drafting of shares listing documents on Stock Exchanges
Advise on debt and financial restructuring for enterprises before initial public offering (IPO)
Advise on public offering, advise enterprises on preparing for issuing securities in Vietnam’s stock market
Consult on structure and establishment of locally and globally investment funds
Advise on the development of financial products; consult on licensing, acquisitions, disposals, restructuring, and representing financial intermediaries
Advise on raising capital; analyze and create financial plans for business, investment, and capital loans
Advise clients on matters relating to the management, administration and control of banking institutions
Consult on the cash flow forecast and analyze the effectiveness of certain investments
Consult with local and foreign banks on drafting and negotiating foreign currency transactions, mortgage, pledge, guarantees, leasing contracts, information confidentiality relating issues
Settlement of disputes relating to finance, securities and capital markets

• If you would like further information on Contract consultancy, please either email to our Partners
  
  
  
  
  ant@antlawyers.vn, or call +84 8 3520 2779 (HCMC Office), +84 4 39388751 (Hanoi Office). To learn more about us, please visit www.antlawyers.vn
  
  
  
  
  ANT Lawyers is a Vietnam law firm with international standards, recognized by IFLR1000 on Financial and Corporate practice. We are an exclusive Vietnam member of Prae Legal, the global law firm network covering more than 150 jurisdictions. The firm provides a range of legal services as following to multinational and domestic clients.
  
  
  
  
  Commercial
  
  
  Dispute Resolution
  
  
  Debt Recovery
  
  
  
  
  Employment
  
  
  
  
  Foreign Investment
  
  
  
  
  Intellectual Property
  
  
  
  
  International Trade and Taxes
  
  
  
  
  Infrastructure and Project
  
  
  
  
  Civil Matter
  
  
  
  
  This publication is designed to provide updated information of legal matters, and does not constitute professional advice.

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Corporate and commercial

Ant Lawyers has a leading corporate and commercial department in Vietnam that regularly advises on a broad range of corporate and commercial matters.

The depth and strength of our corporate and commercial resources at all levels means that not only do we have a tremendous amount of day to day experience in handling corporate transactions and applications but we also have built up considerable know how and contacts within various government departments for Vietnam. In terms of independent rankings, our corporate and commercial department is routinely rated as being in the top tier of law firms for its expertise in this field for Vietnam jurisdiction.

Our services include:

• Establishment of business, including formation of joint ventures, incorporation of companies, formations of partnerships and disposals
• Establishment of wholly foreign owned companies
• Advising on business cooperation contracts (for Vietnam)
• Acquisitions and sales of companies, businesses, shares and assets
• Cross-border mergers and acquisitions, take-overs, management buy-outs, restructurings, reorganisations and schemes of arrangement
• Capital reorganisations and reduction of capital
• Advising on business contracts, such as sale and purchase terms and conditions, franchise agreements, retail licence agreements, distribution agreements, agency agreements, supply contracts, advertising agreements, sponsorship agreements, management agreements and consultancy agreements
• Projects and commercial developments
• Company and product authorisations
• Agencies and distributorships.If you would like further information on Contract consultancy, please either email to our Partners


ant@antlawyers.vn, or call +84 8 3520 2779 (HCMC Office), +84 4 39388751 (Hanoi Office). To learn more about us, please visit www.antlawyers.vn


ANT Lawyers is a Vietnam law firm with international standards, recognized by IFLR1000 on Financial and Corporate practice. We are an exclusive Vietnam member of Prae Legal, the global law firm network covering more than 150 jurisdictions. The firm provides a range of legal services as following to multinational and domestic clients.


Commercial

Dispute Resolution

Debt Recovery


Employment


Foreign Investment


Intellectual Property


International Trade and Taxes


Infrastructure and Project


Civil Matter


This publication is designed to provide updated information of legal matters, and does not constitute professional advice.

Read More

Incorporation and licensing services in Vietnam

In Vietnam, Ant Lawyers advises on pre-licensing/set up issues, licence application, operational issues and post-licensing services, which also involves preparation and filing of documents.

We also assist our clients in other related work such as annual reviews to renew their business licences and preparation of board resolutions and other documents to effect changes in registrations.

Our team of commercially astute practitioners advises clients on a full range of regulatory and compliance issues to achieve successful operation of their businesses in Vietnam.

If you would like further information on Dispute resolution, please either email to our Partners at. ant@antlawers.vn, or call +84 8 3520 2779 (HCMC Office), +84 4 39388751 (Hanoi Office). To learn more about us, please visit www.antlawyers.vn

ANT Lawyers is a Vietnam law firm with international standards, recognized by IFLR1000 on Financial and Corporate practice. We are an exclusive Vietnam member of Prae Legal, the global law firm network covering more than 150 jurisdictions. The firm provides a range of legal services as following to multinational and domestic clients.

Commercial

Dispute Resolution

Debt Recovery

Employment

Foreign Investment

Intellectual Property

International Trade and Taxes

Infrastructure and Project

Civil Matter

This publication is designed to provide updated information of legal matters, and does not constitute professional advice.

Read More