Công ty Luật ALB & Partners

15/04/2019

2019 GUIDE TO IMPORT TO VIETNAM

In this article, we will give you an overview of the key elements you need to know when planning to start import to Vietnam.

13/04/2019

SOME IMPORTANT POINTS FOR FOREIGN INVESTORS WHEN ESTABLISHING A COMPANY IN VIETNAM

When investing in Vietnam, foreign investors should study and hire experienced local lawyers who can give correct legal advice so that you can have a good understanding of the regulations and legal procedures needed in Vietnam. In particular, you need to pay special attention to some important points as follows:

Firstly, with regard to areas of business investment

Based on the scope of market access commitments in Vietnam, as well as the demand to set up foreign capital companies in Vietnam and the ability to invest, foreign investors should choose sectors of investment / industry. It is best to invest in areas or industries that have been explicitly committed by Vietnam in bilateral or / and multilateral international treaties to avoid the risk of being rejected when registering industries or fields whose market has not been opened yet. Each of them is associated with requirements of investment capital and conditions of specific business licenses corresponding to the list of conditional industries. Therefore, not registering business lines which is not really necessary will help investors to maximum save time and money to complete legal procedures as well as to be most favorable when registering and implementing business investment activities in Vietnam.

Secondly, as for Investors

Foreign investors investing in Vietnam may be individuals (also known as entrepreneurs) or foreign companies. Most of common investment industries fully opened by Vietnam allow foreign owned companies to be set up by a foreign investor or organization. However, there are still some business lines with special conditions that have specific investment requirements on status of investors which must be individuals or organizations. These can be determined through a combination of investment conditions for all sectors and industries registered on the basis of Vietnam's commitments to WTO and Vietnamese law, if any.

Thirdly, regarding investment capital, charter capital to establish foreign companies in Vietnam

Currently, Vietnam's market access commitments and Vietnamese laws only stipulate conditions on minimal investment capital to set up foreign owned companies in certain sectors such as education and real estate business, traveling, payment intermediaries,... while other normal business lines often do not have the minimum. Therefore, investors only need to ensure that the investment capital shall be commensurate with the scope and scale of their projects. In order to determine the appropriate amount of investment capital and charter capital, investors should determine all of its conditions applicable to their investment sectors or industries (if any) and prepare a specific financial planning to ensure the feasibility of the project.

Fourthly, with regard to contribution of charter capital after the establishment of a foreign owned company in Vietnam

It should be noted that the contribution of charter capital should be completed in accordance with the registered time limit shown on the Investment Registration Certificate, the Company's Charter and Vietnamese law. Accordingly, it should be noted that the time limit for investment capital contribution shall not exceed 90 days from the date of issuance of the enterprise registration certificate. Investors will have to contribute through transfer into the investment capital account opened by a foreign owned company in Vietnam under guidance of the State Bank of Vietnam.

Fifthly, with regard to selecting investment locations and establishing companies

Investors should choose investment locations to set up foreign capital companies in Vietnam with a clear address and sufficient proof of ownership, lease or sublease rights. Offices must be allowed to lease, designed and built in accordance with Vietnamese law, and not in a dispute.

Sixthly, regarding employees

Foreign owned companies in Vietnam can hire foreign employees or Vietnamese to work at the company. However, if foreign employees are hired, the company must help them to apply for a visa, and an approval for use of foreign employees, as well as a work permit and a temporary residence card under the law of Vietnam.

Seventhly, fulfillment of tax obligations

Every year, every company in Vietnam shall have to pay license fees (at least 2 million VND), depending on the registered charter capital); They must pay income tax on their profit; as well as declare and pay value added tax. Depending on the business lines, companies in Vietnam may also have to pay some kinds of tax such as export, import, special consumption, etc.
Vietnam also has many regulations on investment incentives on corporate income tax when investing in industries with investment incentives or in areas with difficult or extremely difficult socio-economic conditions.

12/04/2019

HOW CAN A FOREIGNER ADOPT A CHILD IN VIETNAM?

According to the Vietnam Law on Adoption 2010 and implementing documents, Foreigners can adopt a child in Vietnam if they satisfy every conditions of the law.

I.CONDITIONS OF THE ADOPTIVE PARENT:

A foreign adoptive parent has to fully meet conditions as below for adoption:
- Having full civil act capacity;

- Being 20 years or more older than the to-be-adopted child;

- Having health, financial and accommodation conditions for assuring the care for, and nurture and education of, the child.

- Having good ethical qualities.

- Not having some of the parental rights over a minor child restricted; not executing an administrative handling decision at an educational institution or a health establishment; not serving an imprisonment penalty; and not having a criminal record that has not yet been remitted of any of the crimes: intentionally infringing upon another’s life, health, dignity and honor; maltreating or persecuting one’s grandparents, parents, spouse, children, grandchildren or caretaker; enticing or compelling a minor to violate the law or harboring a minor violator; trafficking in, fraudulently swapping or appropriating children; and,

- Satisfying all the conditions prescribed by the law of the foreigner’s country to adopt the child.

II. DOSSIER OF THE ADOPTIVE PARENT MUST COMPRISE

1/ A copy of the passport or a valid substitute paper;
2/ A written permission for adopting a person in Vietnam:
3/ A completed questionnaire on psychology and family;
4/ A health certificate;
5/ An income and property certificate;
6/ A judicial record sheet:
7/ A written certification of the marital status
8/ A written request for adoption;
Papers and documents stated above except for 8/ must be made, issued or certified by competent agencies of the country in which the adoptive parent permanently resides.

III. A DOSSIER OF THE TO-BE-ADOPTED CHILD MUST COMPRISE

1/ The birth certificate;
2/ A health certificate granted by a district-or higher-level health agency;
3/ Two photos of the whole body looking straight, taken within the past 6 months;
4/ A record of certification made by the commune-level People's Committee or police of the place in which the child is abandoned, for abandoned children; the death certificate of the natural parent(s) or a court decision declaring the natural parent(s) of the child is (are) dead, for orphans; a court decision declaring the natural parent(s) of the person introduced for adoption is (are) missing, for persons introduced for adoption whose parent(s) is (are) missing; a court decision declaring the natural parent(s) of the person introduced for adoption have lost civil act capacity, for persons introduced for adoption whose parent(s) has (have) lost civil act capacity;
5/ The receipt decision, for children in a nurturing center.
6/ Document on the remarkable characteristics, hobbies and habits of the child:
7/ A document evidencing the failure of finding a domestic substitute family.

Competent Authority: The Ministry of Adoption, Ministry of Justice.

05/04/2019

2 POPULAR WAYS OF COMPANY ESTABLISHMENT IN VIETNAM

Investors have 2 popular ways to set up a company in Vietnam:

First way:
Investors can directly sets up a 100% foreign owned company in Vietnam.

Second way:
Investors can buy capital contribution or shares in a local company in Vietnam.

Completion time shall be around 4-6 weeks.

In the 2 above-mentioned way, Investors should bear in mind contact a bank to open a investment capital account. Overseas money spent for business must be transferred through this account so that you can get the profits back to your country also through it. Otherwise, you will encounter a lot of difficulty getting back the money invested.

03/04/2019

Our working space - ALB

27/03/2019

MARRIAGE PROCEDURES IN VIETNAM FOR FOREIGNERS.

According to the Law on Civil Status in 2014 and Decree 123/2015 / ND-CP guiding the implementation of the Law on Civil Status in 2014, the procedures for marriage are made as follows:

Step 1: Submit the application for marriage registration to foreigners at the district level People's Committee. The dossier includes the following documents:

1. Application for marriage registration (obtained from the Vietnamese District Justice Offices)

2. Affidavit of Single Status: Certificate of No-marriage Records issued by the State (or County) Vital Statistics Office within the last six months certifying that no marriage license or marriage record of the applicant has been found from his/her mature age of marriage (age of 18 for female or 20 for male) or since his/her divorce up to now or since his/her spouse’ death up to now. Vietnamese shall provide the written certification of marital status issued by the People’s Committee where he/she resides.

3. Certificate of Good Mental Health: issued by an authorized medical organization confirming that the applicant has no mental illnesses, or has a mental problem but not to the extent of losing consciousness of his/her own actions.
In Ho Chi Minh City you can come to the Ho Chi Minh City Psychiatric Hospital at the address 192, Ham Tu, District 5.

4. Biographic Information Sheet

5. 2 certified Copies of personal papers, such as identity card or passport, passport or papers of substitute value such as travel document or residence card;

Step 2: Within 10 working days from the date of receipt of a complete and valid dossier, the Justice Department will conduct research, verify the dossier and check separately with the parties if necessary.

Step 3: If the application is valid, the parties have enough conditions to marry according to the provisions of Article 8 of the Law on Marriage and Family 2014. Not in the case of refusing marriage registration as stipulated in Article 33 of Decree Decree 123/2015 / ND-CP, the Justice Department reports to the Chairman of the district People's Committee to sign 02 original marriage certificates.

Step 4: Awarding certificates of marriage registration.

Step 5: Enjoy your marriage.

27/03/2019

INVESTMENT INQUIRIES.

1. How many lines of business can be registered with one company? Can we have consultancy and also do marketing or trading with the same company?

When establishing a company with 100% foreign owned company in Vietnam (“FOC”), foreign investors can register many industries to operate, as long as they meet the conditions of nationality and ratio of capital as well as commercial presence conditions in accordance with the law of Vietnam.
According to your description, you can establish management consulting activities: “Providing advice, guidance and executive assistance to businesses and other organizations in management issues, such as strategic and organizational planning; decision areas that are financial in nature; marketing objectives and policies; human resource policies, practices and planning; production scheduling and control planning. This provision of business services may include advice, guidance or operational assistance to businesses and the public service”.

2. We understand there is an initial capital - how can we transfer that - does it need to be bank transfer or cash is ok? What is the amount needed?

Vietnamese law may prescribe the minimum legal capital on a number of conditional business lines. With respect to normal business management consultancy and import-export activities, wholesale and retail distribution, there is no requirement for legal capital
After being granted an Investment Registration Certificate and Enterprise Registration Certificate, you will have to contact a bank in Vietnam to open an investment account so that you can transfer money from your overseas account into that one. The amount of capital transferred corresponds to the charter capital you have registered.

3. How does transferring money to foreign personal and business accounts work - are there any capital restrictions?

Money will be transferred into your investment capital account in Vietnam. If your FOC makes profits after tax, it can be transferred from this account back to the overseas one. That is the regulation on foreign currency transfer in Vietnam. You should contact the bank in your country to check if there are any special capital restrictions at your place. Some of my clients have difficulty transferring money out of their countries due to the fact that the policy on currency of each country may be different.

4. How much time is needed for opening up a company?
About 20 - 35 working days for carrying out all necessary tasks to establish a foreign-invested company in Vietnam, including:
(i) Applying for an Investment Registration Certificate;
(ii) Applying for an Enterprise Registration Certificate;
(iii) Registering a seal company;
(iv) Opening a company's bank account;
(v) Submitting the dossier for initial tax declaration.

09/11/2018

HOW TO GET A CRIMINAL BACKGROUND CHECK

Criminal background check is a written certification that you’re not a criminal or liable to criminal prosecution according to Vietnamese law and the foreign country’s law, made within the previous six months from the day on which the application is submitted. A criminal background from your home country is required, even if you have not lived there for years. If you have lived in Vietnam for more than six months, you will need to apply for a local one as well.

DOCUMENTS REQUIRED TO BE GRANTED FOR A CRIMINAL RECORD:

- A completed application form (form 03/2013/TT-LLTP – which you can get at the Department of Justice).
- A copy of your passport and a copy of your residential certificate in Vietnam (your landlord should have this). These documents must be legalised and the original copies must also be submitted for comparison.
- In case you ask for a third person to help you to apply for the criminal record certificate, he/she will need a completed application form 04/2013/TT-LLTP

If you need further assistance in getting a criminal background check, feel free to talk to me via email: [email protected] or phone: +84 907 008 722

02/11/2018

Cần tuyển: Chuyên viên Kinh Doanh và Phát Triển Thị Trường

* Mô tả công việc:

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- Tìm kiếm khách hang, đối tác mới thông qua các kênh khác nhau
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- Tư vấn về sản phẩm của công ty để phát triển thị trường, đánh giá nhu cầu của khách hàng, giới thiệu và hướng dẫn khách hàng sử dụng sản phẩm của công ty.

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Làm việc tại công ty: Baza Life Vietnam
Liên hệ Mr Altindag Emrah : Phone: 0931419003

31/10/2018

INTELLECTUAL PROPERTY

According to WIPO, Intellectual property (IP) refers to creations of the mind, such as inventions; literary and artistic works; designs; and symbols, names and images used in commerce.
IP is protected in law by, for example, patents, copyright and trademarks, which enable people to earn recognition or financial benefit from what they invent or create. By striking the right balance between the interests of innovators and the wider public interest, the IP system aims to foster an environment in which creativity and innovation can flourish.

TYPE OF INTELLECTUAL PROPERTY

COPYRIGHT

Copyright (or author’s right) is a legal term used to describe the rights that creators have over their literary and artistic works. Works covered by copyright range from books, music, paintings, sculpture, and films, to computer programs, databases, advertisements, maps, and technical drawings.

PATENTS

A patent is an exclusive right granted for an invention. Generally speaking, a patent provides the patent owner with the right to decide how - or whether - the invention can be used by others. In exchange for this right, the patent owner makes technical information about the invention publicly available in the published patent document.

TRADEMARKS

A trademark is a sign capable of distinguishing the goods or services of one enterprise from those of other enterprises. Trademarks date back to ancient times when artisans used to put their signature or "mark" on their products.

INDUSTRIAL DESIGNS

An industrial design constitutes the ornamental or aesthetic aspect of an article. A design may consist of three-dimensional features, such as the shape or surface of an article, or of two-dimensional features, such as patterns, lines or color.

GEOGRAPHICAL INDICATIONS

Geographical indications and appellations of origin are signs used on goods that have a specific geographical origin and possess qualities, a reputation or characteristics that are essentially attributable to that place of origin. Most commonly, a geographical indication includes the name of the place of origin of the goods.

Source: http://www.wipo.int/about-ip/en/

At ALB & Partners Law firm, we provide IP registration service as follows:
- Filing and conducting legal procedures for registration of intellectual property;
- Consulting and conducting legal procedures for the transfer of intellectual property registration applications;
- Consulting, settling disputes and complaints; cancellation; Termination of the protection certificate.
- Licensing and Transfer of Ownership of Technology;
- Advising and carrying out legal procedures for revision of industrial property certificates when transferring the ownership or merger of a company, changing the name and address of the owner of a protected certificate;
- Advising and conducting legal procedures to amend an application for intellectual property such as the name and address of the applicant;
- Advising on the extension of the validity of the monopoly industrial property right certificate;

If you need further assistance in intellectual property matters, feel free to talk to me via email: [email protected] or phone: +84 907 008 722

Your gateway to all of WIPO’s intellectual property activities, from copyright and patents, to training and outreach.

30/10/2018

HOW TO GET VIETNAM TEMPORARY RESIDENCE CARD FOR THE FOREIGNERS ?

Who can be granted a temporary residence card:

• Foreigner who is a member of the two member limited liability company or more;
• Foreigner who is owner of the one member limited liability company( except as authorized representatives);
• Foreigner who is a member of the board director of the stock corporation;
• Foreign lawyer who is licensed to practice following Vietnam law by the Vietnam Ministry of Justice;
• Foreigner who granted working permit in all kinds of businesses or representatives offices of foreign companies;
• Professionals, students, trainees who are in the national working or studying programs which is signed between the ministries was approved by the Government;
• Relatives of the temporary resident card holder include: parents, spouse and children

Documents required for the first issuance of a temporary residence card:

1/ One written petition for the issuance of temporary residence card (Form N7A), and a declaration of the foreign petitioner’s information (Form N7B) with two 3×4 photos (please see the guidance for the specifications of the said photos, the sealing, and the affixture of the seal on the adjoining edge of the photo and the form N7B).

2/ The images of the valid passport, visa and immigration form (please bring the original for comparison).

3/ A copy (with the original, for comparison) of the written evidence of the purpose of your stay in Vietnam (including but not limited to: investment license, business license, work permit, certificate of membership from a board of directors, representative office license, birth certificate, marriage certificate …)

If you need further assistance in obtaining a temporary residence card, feel free to talk to me via email: [email protected] or phone: +84 907 008 722

25/10/2018

FINANCIAL SERVICES

The financial services industry plays a vital intermediary role in the world economy as it moves money from entities with excess funds to those with a need for funds. It includes firms that are engaged in activities such as investing, lending, insurance, securities trading, and securities issuance. Its clients are individuals, businesses, nonprofit organizations, and agencies of government. ( According to witanworld.com)

At ALB & Partners, we deliver this insight. Our Financial Services lawyers understand the importance of handling risks associated with securing successful transactions, and pride themselves on maintaining a reputation among multinational and domestic financial institutions. We offer practical and strategically-oriented solutions to achieve successful commercial outcomes for our clients.

Financial Services practice lawyers includes:

- Banking Litigation
- Financial legal matters
- Capital market
- Private equity
If you would like further assistance with your banking and financial legal matters, please feel free to contact us through email: [email protected] or phone: +84 0907 008 722