LEGAL PROCEDURES THAT ENTERPRISE MUST PERFORM

After establishing a company, the leader has to perform many legal procedures.

First, they have to declare the license tax. The tax declaration should be submitted to supervisory tax authorities. If the taxpayer has branch in the same province, the tax declarations of the branch should be submitted to the taxpayer’s supervisory tax authority. On the other hand, if the taxpayer has branch in another province, the tax declarations of the branch should be submitted to the supervisory tax authority of the branch. In case when the taxpayer does not have a permanent business location, the tax declaration should be submitted to the supervisory sub-department of taxation where the business located or where the taxpayer resides. License tax is submitted annually and if the taxpayer has declared and paid license tax, he is not required to submit license tax declaration in the next year if the amount of license tax payable is not changed. In case the taxpayer amount of license tax payable in the next year is changed, tax declaration shall be submitted by December 31st of that year.

Second, the enterprise has to conduct the VAT (value added tax) declaration. The taxpayer that has just begun his business shall declare VAT quarterly. In the next calendar year after 12 months of business, VAT declarations shall be declared whether monthly or quarterly depending on the revenue from the sale of goods and/or services in the preceding calendar year (12 months).VAT shall be declared monthly or quarterly throughout the calendar year and the 3-year period. For example, the first stable period begins on October 1st, 2014 and ends on December 31st 2016.

Third is the CIT declaration (corporate income tax). The CIT declaration should be submitted to the supervisory tax authorities. According to business result, the taxpayer shall make the quarterly tax payment within 30 days of quarter succeeding the quarter in which tax is incurred; they shall not submit the provisional CIT declaration quarterly.

The fourth is the invoice. Before the placing first order for invoices, the company must send a written request for permission to use ordered invoices to the supervisory tax authority. Before the business uses invoices for its sale of goods and services, except for invoices purchased from or provided by the tax authority, the business have to send a notice of invoice publication together with a sample invoice to the supervisory tax authority.

Every quarter, seller of goods and services shall submit the invoice using report to the supervisory tax authority, even when there are no invoices have been used during the period. The report of the first quarter shall be submitted by April 30th, second quarter by July 30th, third quarter by October 30th, and forth quarter by January 30th of the next year. If no invoices are used during the period, the quantity of used invoices in the report shall be zero (0).

The fifth is the bank account. The opening of bank account to trading with customer is necessary because according to the ministry of Finance, the invoice valued of 20 million VND or above should be transferred through bank. Within 10 days from the day that enterprise opens bank account, the company have to notify the bank account number to the competent tax agency.

The sixth also the last one is labour and social insurance. If the contract between enterprise and employee has duration of over 3 months, it is subjected to compulsory social insurance.

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MARITIME INSURANCE: COMPLEX AND DISPUTES

In the insurance sector, the insurance of goods transported by sea is much more complex and causes most disputes in the process of claim settlement.

Marine  Insurance  is  the  insurance  operations  related  to  the  operation  of  the ship, the  human or the  goods are transported on the sea or the  insurance operation risks at sea, on land, in river relating to sea voyage

The import and export activities of Vietnam are growing strong in recent years. Therefore, the revenue from cargo insurance is growing well. Insured clients are companies export and import of goods, logistics companies, shipping companies, the investors and contractors of projects…

Risks for cargo insurance is not high, mainly are risks occurred during transportation.The  loss ratio of the market is quite low, which was 27% in 2012, 21.6% in 2013 were 21.6% (excluding the losses that are resolving), with the causes mainly are deficiencies and damages in transportation process.

Understanding the principles of the compensation in maritime insurance will help us to limit the disputes.

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LEGAL PROCEDURES THAT ENTERPRISE MUST PERFORM

After establishing a company, the leader has to perform many legal procedures.

First, they have to declare the license tax. The tax declaration should be submitted to supervisory tax authorities. If the taxpayer has branch in the same province, the tax declarations of the branch should be submitted to the taxpayer’s supervisory tax authority. On the other hand, if the taxpayer has branch in another province, the tax declarations of the branch should be submitted to the supervisory tax authority of the branch. In case when the taxpayer does not have a permanent business location, the tax declaration should be submitted to the supervisory sub-department of taxation where the business located or where the taxpayer resides. License tax is submitted annually and if the taxpayer has declared and paid license tax, he is not required to submit license tax declaration in the next year if the amount of license tax payable is not changed. In case the taxpayer amount of license tax payable in the next year is changed, tax declaration shall be submitted by December 31st of that year.

Second, the enterprise has to conduct the VAT (value added tax) declaration. The taxpayer that has just begun his business shall declare VAT quarterly. In the next calendar year after 12 months of business, VAT declarations shall be declared whether monthly or quarterly depending on the revenue from the sale of goods and/or services in the preceding calendar year (12 months).VAT shall be declared monthly or quarterly throughout the calendar year and the 3-year period. For example, the first stable period begins on October 1st, 2014 and ends on December 31st 2016.

Third is the CIT declaration (corporate income tax). The CIT declaration should be submitted to the supervisory tax authorities. According to business result, the taxpayer shall make the quarterly tax payment within 30 days of quarter succeeding the quarter in which tax is incurred; they shall not submit the provisional CIT declaration quarterly.

The fourth is the invoice. Before the placing first order for invoices, the company must send a written request for permission to use ordered invoices to the supervisory tax authority. Before the business uses invoices for its sale of goods and services, except for invoices purchased from or provided by the tax authority, the business have to send a notice of invoice publication together with a sample invoice to the supervisory tax authority.

Every quarter, seller of goods and services shall submit the invoice using report to the supervisory tax authority, even when there are no invoices have been used during the period. The report of the first quarter shall be submitted by April 30th, second quarter by July 30th, third quarter by October 30th, and forth quarter by January 30th of the next year. If no invoices are used during the period, the quantity of used invoices in the report shall be zero (0).

The fifth is the bank account. The opening of bank account to trading with customer is necessary because according to the ministry of Finance, the invoice valued of 20 million VND or above should be transferred through bank. Within 10 days from the day that enterprise opens bank account, the company have to notify the bank account number to the competent tax agency.

The sixth also the last one is labour and social insurance. If the contract between enterprise and employee has duration of over 3 months, it is subjected to compulsory social insurance.

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NEW LAW THAT IMPACT WORK PERMIT IN VIETNAM FOR FOREIGNERS

Vietnam has recently issued a new law that put a stricter control on foreigners working in Vietnam.  With the changes being implemented from early November of 2013, the process to apply for work permit in Vietnam will take longer and would cost extra fees.

The work permit for foreigners in Vietnam will now require the approval from head of People’s Committee and that once it is issued, it will only be good for two years as max in compared with three years as regulated earlier.  ANT Lawyers’ employment and labour lawyers in Vietnam keep track of the changes in the employment and labour law in Vietnam and assist our client to cope with changes.   The Government has issued Decree 102/2013/ND-CP elaborating some articles of the new Vienam Labour Code 2012 on foreign workers in Vietnam. Accordingly, the employer applying for work permits of foreign employees must comply with the following procedure: step 1) make a report stating clearly the demand of employee in their companies, then send to the President of People’s Committee in order to apply for the permission of foreign worker employment; step 2) prepare documents and submit for work permits at Department of Labor and Social Welfare before 15 days at least of the date employees start work. The work permits shall be valid with maximum term of 2 years.

The new Decree also allows four group of others to work in Vietnam, including: i) Volunteers who work voluntarily without salary or wage; ii) The persons who are responsible to establish the commerce presences in Vietnam; iii) Managers, CEOs, specialists, technical workers who are trained in technology major at least 1 year and used to work at least 3 years in trained major; iv) The persons who are engaging in bidding projects and other projects in Vietnam.

Decree 102/20113/ND-CP takes effect on November 1st 2013 and replaces Decree 34/2008/ND-CP. If you need to apply for the work permits or relevant issues, we could assist.  ANT Lawyers, your lawyers in Vietnam

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REAL ESTATE LEGAL MATTERS IN VIETNAM

In general, it is not permitted to own land in Vietnam as a private entity because the land belongs to the people and the State of Vietnam thereby operates as the administrator.

However an ownership of a right to use land is permitted according to Vietnamese Law.  This so-called Land Use Right (“LUR”) Certificate provides the means to lease land from the State for Vietnamese and foreign people.  This LUR Certificate entitles the land users to protect their legitimate rights and interests.  The sale of a house or real estate is in fact the transfer of the rights for house ownership combined with the transfer of the land from the seller.  The right to use land can be directly acquired by different ways that are: lease from the state; sub-lease from a developer of a zone; transfer from another land user; allocation from the state.  The legal grounds for Land andHouse Law of Vietnam are stipulated in the Law on Housing 2005 of Vietnam as well as in the Law on Land 2003.  The rights and entitlements of holders of house ownership and the holders of the LUR Certificate are settled in this law.

According to Article 12 of the Law on Housing 2005, the name of the individual who holds the house ownership shall be written in the house ownership right certificate and his/her rights are stipulated in Article 21 that include for example the rights to posses; use; sell; lease; donate; exchange; lend or to let other people stay temporarily in the house.  As stipulated in Article 106 of the Law on Land 2003, the one who holds the LUR and house ownership certificate is entitled to exercise the full range of rights over the land/house. As such, land use rights and ownership of assets on the land are combined in the Certificate of Land Use Right and House Ownership Right (LURC).

But the possibilities to acquire land or houses depend on the individual/organization that wishes to do so, because Vietnamese, overseas Vietnamese and Foreigners do not have the same rights.  Especially for foreigners, it was often quite challenging to acquire land or houses in Vietnam. Before the year of 2009, foreigners could not legally acquire property but only could make a joint venture with a Vietnamese company. But the Resolution No. 19/2008(ND-QH12, effective January 2009, started to entitle foreigners to own houses in Vietnam under the conditions that the foreigner 1) is hired by an enterprise that currently operates in Vietnam and 2) must have at least a temporary residence card to purchase and own an apartment unit in Vietnam. This five-year piloting program that would end in 2014 is now discussed by the Vietnamese Prime Minister to continue this program after the first five years to support the real estate market and to make it more attractive for foreigners.

Even though about 80,000 expats live and work in Vietnam, only more than 400 cases of foreigners buying houses in Vietnam could be registered. Of course, this might be due to the difficulties for foreigners to buy houses before this pilot program . But this Resolution No. 19, which was guided by Decree No. 51/2009/ND-CP, still does not make it easy to operate in the real estate market in Vietnam for foreigners because of the complicated procedures to register ownership. After the first 5 years, the government stated to have the plan to review the pilot policy and the Ministry of Construction also opened up for the idea to allow foreigners to buy houses no matter if they work and do business here or if they want to buy real estates in Vietnam.

As the Vietnam’s real estate situation seems to stand before a turning point, it is necessary to keep up to date with all legal changes and developments. Due to the fact that Vietnamese law has special provisions for every organization or individual who wishes to operate with land and real estates related to House Law, it is inevitable to know about this legal circumstances in Vietnam.

ANT Lawyers could assist in different land and house related projects and matters such as land ownership, house purchase or sale and is aware of the differences between provisions on house law for foreigners and Vietnamese. Our professionals could advise clients about possibilities and potential risks concerning real estate laws, housing laws in Vietnam and furthermore could support clients with required procedures with the Vietnamese authorities.

ANT Lawyers constantly researches for the latest legal updates to ensure that we provide best and up-to-date services to clients whom are interested in real estate and and housing matters in Vietnam.

For advice or service request, please contact us via email ant@antlawyers.vn, or call +84 8 3520 2779.  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

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JUDICIAL RECORD CARD IN VIETNAM

Judicial record card in Vietnam Procedures to obtain judicial record card (criminal record/ police check) in Vietnam is regulated in the Law no. 28/2009/QH12  of National Assembly of Vietnam on Judicial Record.

JUDICIAL RECORD CARD

Judicial record card means a card issued by an agency managing the judicial record database and valid to prove whether or not an individual has a previous criminal conviction, is banned from holding certain posts, establishing or managing enterprises or cooperatives in case enterprises or cooperatives have been declared bankrupt by court.

Judicial record cards include: judicial record card No. 1, which shall be issued to Vietnamese citizens and foreigners who resided or are currently residing in Vietnam; and judicial record card No. 2, which shall be issued at the request of individuals who want to know their judicial records.

To obtain judicial record card No.1, the requesters who is Vietnamese citizens must apply at provincial-level Justice Departments in localities where they permanently reside or at the provincial-level Justice Department in the locality where the requester temporarily resides (in case they have no place of permanent residence) or at the provincial-level Justice Department in the locality where he/she resided before his/her departure (in case the requesters are residing overseas). The foreigners residing in Vietnam shall apply at provincial-level Justice Departments in localities where they reside or at the National Center for Judicial Records (in case they have left Vietnam).

Documents required include:

i) declaration requesting the issuance of judicial record cards;

ii) a copy of the identity card or passport of the person requested to be issued a judicial record card;

iii) a copy of the household registration book or certificate of permanent or temporary residence of the person requested to be issued a judicial record card.

In case of requesting the issuance of card No.1, individuals may authorize other persons to carry out procedures for requesting the issuance of judicial record cards.

Procedures for issuance of judicial record cards No. 2 to individuals comply with the provisions for card No.1. However, individuals who request the issuance of a judicial record card No. 2, may not authorize others to carry out procedures for such request.

During the process of applying for the Criminal Record, the applicant might have to work with the police agencies; the Court: in case there are not sufficient evidence at the police agencies to conclude that the applicant has no criminal records or the content of the applicant’s criminal records is not clear; People’s Committee of communes, wards and townships; agencies, organizations and agencies related proceedings: in case of coordination to verify the conditions of having his/her conviction automatically written off.

Let ANT Lawyers help your business in Vietnam.

For advice or service request, please contact us via email ant@antlawyers.vn, or call +84 8 3520 2779.  To learn more about us, please visit www.antlawyers.vn.  ANT Lawyers has law offices in Hanoi, Ho Chi Minh, and Da Nang City.

ANT Lawyers is a Vietnam law firm with international standards, recognized by Legal500, IFLR1000.  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.

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HOW TO ENSURE COSMETICS LABELING COMPLIES IN VIETNAM

These are rules for cosmetics labeling to follow in Vietnam:

For cosmetic label content, Vietnam Law provides that the cosmetic product’s label must be suitable for requirements of the cosmetic label writing set by the ASEAN. The following contents must be presented on the label:

• The product’s name and function, unless the presented form of product has been displayed clearly the product’s function;
• The usage instruction, unless the presented form clearly been displayed the product’s using manner;
• The full formula ingredients: must write clearly ingredients according to the international nomenclature regulated for latest printed forms;
• The country where the product was made;
• The name and the address of organizations or individuals who are responsible for putting products on market (written fully in Vietnamese according to the business registration certificate or the investment license);
• Quantification is presented with weight or volume, in regard to the meter system or the meter system and the British system;
• The manufacture lot number;
• The manufacture day or the expiry must be clearly presented (i.e.: day/month/year). The date writing way must clearly be presented and involved of month/year or day/month/year in right order. The “expiry” or “the best using before date” can be exerted, if necessary, can add the instructed condition needs obey to make sure of the product’s stability.
  
  

Referring to products with the stability below 30 months, the writing of expiry day is compulsory;

• Warning about safety for usage; especially, warnings in the “usage condition and required alarms are compelled to be printed the product’s label” column is referred in Appendices of ASEAN Cosmetic Treaty; these alarms are compelled to be printed on the label.

In case, the size, the form, or the package material cannot be fully printed information on the original label, these required contents have to be printed on the auxiliary label attached with the cosmetic product and on the original label must figure out the position in which these contents are printed. The following information is compelled to be printed on the original label of product‘s the direct packing: the product’s name and the product lot number.

The current regulations also allow organizations and individuals to present other information on the label with the conditions that these information must not be opposite to the law and guarantee the honesty, the accuracy, the true reflection of the product’s quality without causing the imperative content or the cosmetic label hidden or deviated.

For the presented language on the cosmetic label, the contents of the usage instruction, the name and the address of organizations and individuals who are responsible for putting the cosmetic products on market, and the warning about safety for usage must be written in Vietnamese. For the remaining information, the language presented on the cosmetic label must be written in English or Vietnamese.

For the label location, the cosmetic label must be printed on the commodity, package of commercial article on a location which is easy be seen of full regulated contents without disconnecting details or parts of the commodity. In case the outward package is not permitted or impossible to open, there must be the label with the required information on the package.

Besides, the organizations and individuals who are responsible for putting products on the market may identify the size of cosmetic product label but must assure that the information written on the label must be readable by the ordinary customers at the time of purchase and usage.

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