LEGAL ISSUES IN PROBATION

In the current context, before the parties officially enter into an employment relationship through a final employment contract, there is usually a probationary period. Although the probation has not been specifically defined in the current Labor Law, legal issues regarding it have been regulated. During this period, employees as well as employers need to pay attention to some legal issues in order to ensure their rights and benefits and to avoid risks.

1. General provisions

As mentioned, although there is no clear definition, in an easy-to-understand way, probation is a voluntary agreement between two parties and is not mandatory. It is a short-term process in which both parties work together to evaluate the employee’s capacity, qualifications, awareness, working conditions, and labor utilization plan before making decisions to sign an official labor contract or continue to implement the contract that has been agreed upon.

Considering the probationary period, current laws still prioritize the agreement of each party, but that agreement must be within the allowed framework. Specifically, according to the regulations in Article 25 of the Labor Law 2019:

“ … Only one probationary period is allowed for a job and the probation shall not exceed:

1. 180 days for the position of enterprise executive prescribed by the Law on Enterprises, the Law on management and use of state investment in enterprises;

2. 60 days for positions that require a junior college degree or above;

3. 30 days for positions that require a secondary vocational certificate, professional secondary school; positions of or for technicians, and skilled employees;

4. 06 working days for other jobs”.

Considering salary, labor laws still prioritize the will of the parties. However, employees should note that during the probation, the salary must be at least 85% of the salary for that job.

II. Content and form of the probationary contract (agreement)

Considering the form, current regulations require the parties to agree on the probationary period, but there is no clear regulation on the form. The parties can agree on the content of the probation in the labor contract or agree on the probation by signing a separate probationary contract. In the case where the parties agree on the content of the probationary period in the labor contract, a written form is mandatory. However, to limit the risk of disputes, the parties should clearly agree in writing from the beginning in all cases.

Considering the content, the prevailing law respects all agreements and only stipulates mandatory terms. Compared to a regular labor contract, the mandatory content of the probationary relationship is reduced. Specifically, according to the regulations in Article 21 and Clause 2, Article 24 of the Labor Law 2019, the content of the probationary contract (agreement) includes:

“a) The employer’s name, address; full name and position of the person who concludes the contract on the employer’s side;

b) Full name, date of birth, gender, residence, identity card number or passport number of the person who concludes the contract on the employee’s side;

c) Tasks and workplace(s);

đ) Job – or position – based salary, form of salary payment, due date for payment of salary, allowances and other additional payments;

g) Working hours, rest periods;

h) Personal protective equipment for the employee”.

III. Other notes

Considering the period during and after probation:

During the probationary period, each party has the right to revoke the probationary contract or the labor contract without prior notice and have no obligation of compensation.

On the other hand, after the probationary period ends, the employer must inform the employee of the probationary results. If the probation is satisfactory, the employer will continue to implement the labor contract that has been agreed upon, in the case where the probationary period is agreed upon in the labor contract. Otherwise, the employer must sign a labor contract in the case of a separate probationary contract.

Considering insurance policies:

Article 2 of the Social Insurance Law 2014 mentions the subjects of compulsory social insurance and only requires employees with a labor contract of indefinite duration or a fixed-term contract of at least three months to participate in compulsory social insurance. Therefore, this subject is not subject to mandatory social insurance participation policies.

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01/06/202301/06/2023

DISMISSAL PROCESS AGAINST EMPLOYEE UNDER LEGAL PROVISIONS

Pursuant to the provisions of the Labor Code 2019, dismissal is one of the highest and most serious forms of disciplinary measures applied by the Employer for the Employees. Therefore, the disciplinary process of dismissal is strictly regulated to best protect employees as well as bring fairness, equality and transparency to all laborers in the workplace.

I. Cases in which dismissal discipline is imposed

Pursuant to Article 125, Labor code 2019, cases in which dismissal discipline is imposed:

“1. The employee commits an act of theft, embezzlement, gambling, deliberate infliction of injuries or uses drug at the workplace;

2. The employee discloses technological or business secrets or infringing the intellectual property rights of the employer, or commits acts which are seriously detrimental or posing seriously detrimental threat to the assets or interests of the employer, or commits sexual harassment in the workplace against the internal labor regulations;

3. The employee repeats a violation which was disciplined by deferment of pay rise or demotion and has not been absolved. A repeated violation means a violation which was disciplined and is repeated before it is absolved in accordance with Article 126 of this Code.

4. The employee fails to go to work for a total period of 05 days in 30 days, or for a total period of 20 days in 365 days from the first day he/she fails to go to work without acceptable excuses”.

Cases regarded as acceptable excuse include natural disasters, fires, being sick or relatives being sick certified by competent medical examination and treatment establishments and other cases specified in labor regulations.

II. Cases in which dismissal discipline cannot be imposed

Pursuant to Clause 4 and 5, Article 122, Labor code 2019, dismissal discipline shall not be taken against an employee during the period when:

“a) The employee is taking leave on account of illness or convalescence; or on other types of leave with the employer’s consent;

b) The employee is held in custody or detention;

c) The employee is waiting for verification and conclusion of the competent agency for acts of violations, stipulated in Clause 1 and Clause 2 Article 125 of this Labor Code (The employee commits an act of theft, embezzlement, gambling, deliberate infliction of injuries or uses drug at the workplace; The employee discloses technological or business secrets or infringing the intellectual property rights of the employer, or commits acts which are seriously detrimental or posing seriously detrimental threat to the assets or interests of the employer, or commits sexual harassment in the workplace against the internal labor regulations);

d) The employee is pregnant, on maternal leave or raising a child under 12 months of age.

… employee commits a violation of internal labor regulations while suffering from the mental illness or another disease which causes the loss of consciousness ability or the loss of his/her behavior control”.

III. Dismissal procedure

Because dismissal is one of the disciplinary measures, the procedure for dismissing an employee is similar to the procedure for disciplining employees. Pursuant to Article 70, Decree 145/2020/ND-CP, the procedure of dismissal is carried out as follows:

At first, in case an employee’s violation is exposed when it is committed, the employer shall make a violation record and notify the internal employee representative organization, the employee’s legal representative (if the employee is under 15). When an employee’s violation is discovered after it is committed, evidences of such violation must be gathered.

Secondly, within the disciplinary period, the employer shall hold a disciplinary hearing as follows:

“a) At least 05 working days before the disciplinary hearing is held, the employer shall notify the mandatory participants (the representative organization of employees; and the employee is physically present and has the right to defend him/herself, request a lawyer or the representative organization of employees to defend him/her; if the employee is under 15 years of age, his/her parent or a legal representative must be present) time and location of the hearing, full name of the employee facing disciplinary procedure and his/her violations. Make sure the participants receive the notification before the hearing takes place;

b) Upon receipt of the employer’s notification, the mandatory participants shall send the employer confirmation of their participation. In case any of the mandatory participants cannot participate in the hearing, the employee and the employer shall reach an agreement on change of time and/or location of the hearing. In case such an agreement cannot be reached, the employer shall make the final decision;

c) The employer shall conduct the disciplinary hearing at the time and location agreed upon. In case any of the mandatory participants do not confirm his/her participation or is not present, the employer shall still conduct the hearing”.

Thirdly, minutes of the disciplinary hearing shall be taken and ratified before the end of the hearing. The minutes shall bear the signatures of the mandatory participants. In case a person refuses to sign the minutes, the minutes taker shall specify his/her full name and reasons for refusal in the minutes.

Hence, one of the conditions for conducting the meeting is the full participation of the parties including employers, employees and representatives from the internal representative organization of employees. Nonetheless, if employees and representatives do not attend, and no agreement is reached after then, the meeting can still take place.

IV. Time limit for taking dismissal measure

In accordance with prevailing law (Article 123, Labor code 2019), in principles, time limit for taking disciplinary measure (including dismissal measure) is 6 months. However, for specific cases including violations related to property, finance, technology secrets, and business secrets, the time limit in this situation was 12 months.

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22/05/202322/05/2023

NOTES WHEN ENTERPRISES UNILATERALLY DISMISS EMPLOYEES

I. Cases where the Company has the right to unilaterally terminate the contract with the Employee

Pursuant to Clause 1, Article 36 Labor code 2019:

“a) The employee repeatedly fails to perform his/her work according to the criteria for assessment of employees’ fulfillment of duties established by the employer. The criteria for assessment of employees’ fulfillment of duties shall be established by the employer with consideration taken of opinions offered by the representative organization of employees (if any);

b) The employee is sick or has an accident and remains unable to work after having treatment for a period of 12 consecutive months in the case of an indefinite-term employment contract, for 06 consecutive months in the case of an employment contract with a fixed term of 12 – 36 months, or more than half the duration of the contract in case of an employment contract with a fixed term of less than 12 months.

Upon recovery, the employer may consider concluding another employment contract with the employee;

c) Due to natural disasters, fires, dangerous epidemics, enemy sabotage or relocation or downsizing of production and business at the request of competent state agencies, the employer has sought all remedies but still forced to reduce workplaces;

d) The employee is not present at the workplace after the time limit specified this Labor Code;

đ) The employee reaches the retirement age specified, unless otherwise agreed by the parties;

e) The employee is not present at work without acceptable excuses for at least 05 consecutive working days;

g) The employee fails to provide truthful information during the conclusion of the employment contract in a manner that affects the recruitment”.

Notes: For the days when the employer violates the notification obligation, the employee will receive the corresponding salary.

II. Procedures

Step 1. In general principles, employers take responsibilities to notify employees of the unilaterally termination of labor contract, specifically:

“a) at least 45 days in case of an indefinite-term employment contract;

b) at least 30 days in case of an employment contract with a fixed term of 12 – 36 months;

c) at least 03 working days in the case of an employment contract with a fixed term of less than 12 months and in the cases employees get sick or have accidents as above mention;

d) The notice period in certain fields and jobs shall be specified by the government”.

Step 2. The employee continues to perform the job until the contract is terminated and the work is handed over (if there is a prior agreement) and the employer only pays the salary, bonus and other amounts (severance / redundancy allowances). Within 14 working days following the termination of an employment contract, both parties shall settle all payments in respect of the rights and interests of each party. In the following cases, such period may be extended, but shall not exceed 30 days:

* Shutdown of business operation of the employer that is not a natural person;

* Changes in the organizational structure, technology or changes due to economic reasons;

* Full division, partial division, consolidation, merger of the enterprise; sale, lease, conversion of the enterprise; transfer of the right to ownership or right to enjoyment of assets of the enterprise or cooperative;

* Natural disasters, fire, hostility or major epidemics.

Step 3. On the last day of the contract, the parties sign the handover minutes and complete the procedures by signing salary and bonus documents (if any), ending the validity of the labor contract.

III. Form of notifications

Employers have obligations to send a written notice to the employee of the termination of his/her employment contract, except for the following cases (Clause 1, Article 45, Labor code 2019):

a. The employee is sentenced to imprisonment without being eligible for suspension or release as prescribed in the Criminal Procedure Code, capital punishment or is prohibited from performing the work stated in the employment contract by an effective verdict or judgment of the court.

b. The foreign employee working in Vietnam is expelled by an effective verdict or judgment of the court or a decision of a competent authority.

c. The employee dies; is declared by the court as a legally incapacitated person, missing or dead.

d. The employer that is a natural person dies; is declared by the court as a legally incapacitated person, missing or dead. The employer that is not a natural person ceases to operate, or a business registration authority affiliated to the People’s Committee of the province (hereinafter referred to as “provincial business registration authority”) issues a notice that the employer does not have a legal representative or a person authorized to exercise the legal representative’s rights and obligations.

đ. The employee is dismissed for disciplinary reasons.

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18/05/202318/05/2023

THE CONDITIONAL WILL

I. Will

Pursuant to prevailing law, “Will means an expression of the wishes of a natural person, made in order to bequeath his or her property to others after his or her death.” A will shall become legally effective from the time of commencement of the inheritance.”

A will must satisfy the following requirements in order to be lawful:

“a) The testator is of sound mind when making the will; without being deceived, threatened or coerced.

b)The contents of the will are not contrary to law or social morals and the will complies with legal formalities.

c) A will made by a person between fifteen and eighteen years of age must be made in writing and with the consent of the parents or guardian of such person.

d) A will made by a person who is incapacitated, or illiterate must be made in writing by a witness and must be notarized or certified.

e) An oral will shall be deemed lawful only if the testator orally expressed his or her last wishes before at least two witnesses who immediately thereafter recorded those wishes in writing and signed or fingerprinted the document. Such will must be notarized or certified within five working days of the date on which the testator orally expressed his or her last wishes.”

A will or apart of a will shall be legally ineffective in any of the following cases:

“a) A body or organization named as an heir no longer exists at the time of commencement of the inheritance.

b) A will shall not be legally effective if the estate left to the heirs no longer exists at the time of commencement of the inheritance. If only part of the estate left to the heirs remains, only that part of the will which relates to such part of the estate shall be legally effective.

c) The estate left to the heirs no longer exists at the time of commencement of the inheritance. If only part of the estate left to the heirs remains, only that part of the will which relates to such part of the estate shall be legally effective.

d) Where a will contains provisions which are unlawful but such provisions do not affect the effectiveness of the remainder of the will, only such provisions shall be legally ineffective.

e) When a person leaves multiple wills over a property, only the last will is valid.”

II. Conditional wills

Case 1: Condition is valid

The condition is valid in case that the condition does not violate the prohibition of law and social morality, requirement of content as well as form of legal sanction.

Case 2: Condition is not valid

Condition recorded in a will is not valid when such condition is contrary to the provisions of law (both in terms of content and form of a legal will), not in accordance with ethical standards or social virtues.

Example: A testator leaves the entire estate to one person provided that he or she is not married before the age of 25. Thus, the condition is not valid because the will violates the principle of freedom to marry.

Consequences when the condition of will is not valid

When the condition of will is not legal, of course the will is not valid. The recipient of the estate can claim the estate without being bound by the testator.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Civil Law.

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11/05/202318/05/2023

LEGAL PROVISIONS ON THE RIGHT TO TERMINATE INSURANCE CONTRACT OF POLICYHOLDERS AND LEGAL CONSEQUENCES

I. General rules refer to Life Insurance

Accordingly, the Law Insurance Business, Article 4, Clause 13: “Life insurance refers to a type of insurance designed to offer protection for an insured person who is alive or dead”.

Article 4, Clause 16: “Insurance contract refers to an arrangement between a policyholder and an insurer or a foreign non-life insurer’s branch or a mutual providing microinsurance product whereunder the policyholder is bound to pay insurance premiums; the insurer, the foreign non-life insurer’s branch or the mutual providing microinsurance service is bound to pay indemnity or insurance benefits or coverage under contractual terms and conditions”.

Specific concepts in a life insurance contract are detailed as follows in Article 4, Clause 24, 25, 26, Law Insurance Business 2022:

“Policyholder (also the assured) refers to an entity or person entering into an insurance contract with an insurer, foreign non-life insurer’s branch or mutual providing microinsurance product and paying insurance premiums.”

“Insured person (also the insured) refers to an entity and person whose property, civil liability, health, life, obligations or economic benefit is insured under an insurance contract.”

“Beneficiary refers to an entity or person that is designated to receive insurance payout as agreed upon in an insurance contract.”

The compulsory content of an insurance contract:

“a) The policyholder, the insured, the beneficiary (if any), the insurer or the foreign non-life insurer’s branch;

b) Subject matter insured;

c) Amount insured or property value insured or limit of liability insured;

d) Scope of insurance coverage and insurance benefits; insurance rules, terms and conditions;

đ) Rights and obligations of the insurer, the foreign non-life insurer’s branch and the policyholder;

e) Insurance policy period, date of entry into force of the insurance contract;

g) Insurance premium, premium payment option;

h) Insurance coverage and payment option;

i) Dispute resolution method.”

The current provisions also detailed that the subject matter of a life insurance contract is lifespan and/or human life. It should be noted that in the case where the policyholders enter into a contract in light of the death of another person, the written consent of that person as well as the specific amount of the beneficiary and the amount of insurance is requested.

II. The right to unilaterally terminate the life insurance policy of the policyholder

The policyholders have the right to unilaterally terminate the insurance contract in the following cases:

To begin with, insurers and branches of foreign insurance companies do not accept the requirement for changes in risk level when there is a change in the factors serving as the basis for premium calculation, leading to a reduction in risks insured.

Moreover, when there is a transfer of the portfolio of insurance contracts, the policyholders have the right to unilaterally terminate the insurance contract if the transfer is not accepted.

Finally, for insurance contracts with a term of more than 1 year, within 21 days from the date of receipt of the insurance contract, the policyholders have the right to refuse to continue participating in insurance relationship.

III. Legal consequences

In case that the insurance contract is unilaterally terminated for the reason of not accepting the request for a change in the level of risk according to the demand of policyholders, “the insurer or the foreign non-life insurer’s branch shall be responsible for refunding insurance premiums paid in advance for days left to the expiry date of the insurance contract as agreed upon in the insurance contract. The insurer or the foreign non-life insurer’s branch shall be responsible for paying insurance indemnity or coverage as agreed upon in the insurance contract if the policy event occurs before the time of unilateral termination of the insurance contract”.

Regarding the situation where the insurance contract is unilaterally terminated due to the transfer of the insurance contract portfolio, the policyholders may be “refunded the cash surrender value or insurance premiums that he/she already pays in advance in proportion to the days left to the expiry date of the policy term, depending on specific types of insurance products. Where the property value is less than technical provisions in the transferred portfolio of insurance contracts, the refund that the policyholder receives shall be calculated according to the proportion of property value to technical provisions in the transferred portfolio of insurance contracts”.

Note: The cash surrender value of the insurance contract must be agreed upon by the parties and only applied when the parties consent.

In the situation that policyholders do not want to stick with the insurance contract within 21 days from the time of receiving the contract, they shall be “the policyholder may refuse to continue to participate in insurance. Where the policyholder refuses to continue to participate in insurance, the insurance contract shall be terminated and the policyholder shall be refunded insurance premiums that they have paid after deducting reasonable costs and expenses (if any) as agreed upon in the insurance contract; the insurer shall not be obliged to pay insurance indemnity or coverage in case of occurrence of a policy event.”. Nonetheless, it is considered the right to revoke the contract rather than the right to unilaterally terminate the contract and just valid only for contracts with a term of more than 1 year.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Insurance Law.

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26/04/202326/04/2023

CAN COMPANIES DEDUCT COMPENSATORY WEEKLY DAYS OFF FOR HOLIDAYS FROM ANNUAL LEAVES?

I. Provisions on weekly day off

Prevailing law stipulates that an employee is entitled to at least twenty-four consecutive hours of day off per week. In case the employee has to work continuously in light of the attributes of career or special reasons, the employee is still guaranteed to have at least four days off per month.

Regarding the specific weekly days off, the employer has the right to decide to arrange the rest day to be on Sunday or another determined day of the week but must be recorded in the labor regulations.

In case, if the weekly days off coincides with a public holiday or New Year according to the Labor Law, the employee is entitled to have compensatory leaves on the next working days.

II. Provision on yearly days off

According to the prevailing law, employee who has worked for full 12 months for an employer is entitled to annual leave with full salary according to labor contracts as follows:

“a) 12 working days for employees who work in normal working conditions;

…”

III. Provisions on public holidays

The prevailing law stipulates public holidays and the number of days in detail as follows:

“a) Gregorian Calendar New Year Holiday: 01 day (the 1st of January of the Gregorian calendar)

b) Lunar New Year Holidays: 05 days

c) Victory Day: 01 day (the 30th of April of the Gregorian calendar)

d) International Labor Day: 01 day (the 1st of May of the Gregorian calendar)

đ) National Day: 02 days (the 2nd of September of the Gregorian calendar and the previous or next day)

e) Hung Kings Commemoration Day: 01 day (the 10th of the third month of the Lunar calendar)”

IV. What should companies do when they have weekly days off different from Saturday and Sunday during the upcoming Hung Kings Anniversary, April 30 and May 1??

Currently, most businesses stipulate that the weekly days off is two days (Saturday and Sunday) or one day (Saturday or Sunday). This will affect the number of days off in the upcoming Hung Kings Anniversary, April 30 and May 1. However, this problem is resolved as follows:

+ For companies with weekly days off on Saturday and Sunday, employees will be entitled to make up for the rest of the week on the next working day (May 2 and 3). The total number of days off is 5 days.

+ For companies that have weekly days off on Saturday or Sunday, employees will be compensated for the weekly rest day on the next working day (May 2). The total number of days off is 4 days.

+ For companies that do not implement a fixed schedule of two days off as Saturday and Sunday but another day of the week, employees are only entitled to 3 holidays as prescribed. However, taking only 3 days off will sometimes not satisfy the needs of employees, or the operating situation of the business. Companies can stipulate the extra vacation schedule to suit the needs and plans of the two parties. In this case, there are some businesses that will agree and notify the employer about deducting the remaining days of leave from the annual leave, so that the employee has full 5 days off.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Labor Law.

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21/04/202326/04/2023

ISSUANCE OF WORK PERMITS TO MANAGERS WHO ARE NOT LEGAL REPRESENTATIVES OF THE COMPANY

I. Case of issuance of work permit to a manager who is not the legal representative of the company

According to Clause 4, Article 3 of Decree no. 152/2020/ND-CP Governing on Foreign workers working in Vietnam and recruitment and management of Vietnamese workers working for foreign employers in Vietnam: “Manager means a person in charge of management of an enterprise as prescribed in clause 24 Article 4 of the Law on Enterprises or the head or deputy head of an agency or organization”.

By that, the manager according to Clause 24, Article 3 of Enterprise Law: “Manager of an enterprise means the owner of a sole proprietorship, a general partner of a partnership, chairperson or member of the Member/Partner Assembly, President of a company, President or member of the Board of Directors, Director/General Director, or holder of another managerial position prescribed in the company’s charter”.

As the result, just the above titles can apply for Work permit for position of managers.

II. Dossiers for applying for work permits for managers who are not the legal representatives of companies

1. An application form for insuance of a work permit No. 11/PLI Appendix I hereto appended.
2. A fitness to work certificate issued by a foreign or Vietnamese competent health facility issued within 12 months before the submission date of the application or the certificate as specified in regulations of the Minister of Health.
3. A police (clearance) certificate or a document certifying that the foreign worker is not serving a sentence, has a criminal record expunged or is not facing a criminal prosecution which is issued by a foreign or Vietnamese authority.

The foregoing police (clearance) certificate or document certifying that the foreign worker is not serving a sentence, has a criminal record expunged or is not facing a criminal prosecution must be issued within 6 months before the submission date of the application.

1. Dossiers proving the applicants are managers

* Notes: In case the foreign worker has the working position as a manager with the titles specified in Clause 24, Article 4 of the Enterprise Law but is not the legal representative of the company, a document or certificate proving as a manager can be:

1. a) The Charter (including in detail titles, power, and specific position of these titles in the company), enclosed the Appointment Decision in case that the Charter require these titles must be appointed;
2. b) The Decision of Establishment Members Assembly or Board of Directors for these title Chairman of Members Assembly, members of Members Assembly, Chairman of Board of Directors, members of Board of Directors. In which, the Decision states clearly that mentioned titles belong to managers of company.
3. 02 colorful card photos (size 4 cm x 6 cm).
4. An acceptance of demand for foreign workers, unless it is not required.
5. A valid certified true copy of passport as per the law.

II. Procedure for granting work permit

Step 1: Determination the demand for using foreign workers

At least 30 days before the expected date of employment of foreign workers, the employer (except contractor) shall determine the demand for foreign workers for every job position for which Vietnamese workers are underqualified and send a corresponding report to the Ministry of Labor, War Invalids and Social Affairs or the People’s Committee of province or central-affiliated city (hereinafter referred to as province) where the foreign workers are expected to work, using Form No. 01/PLI Appendix I with Decree 152/2020.

Step 2: Granting a work permit

- At least 15 working days before the day on which a foreign worker starts to work, the employer shall apply for work permit to the Ministry of Labor, War Invalids and Social Affairs or the Department of Labor, War Invalids and Social Affairs of the province where he/she is expected to work.
- Within 5 working days after receiving a duly completed application, the Ministry of Labor, War Invalids and Social Affairs or Department of Labor, War Invalids and Social Affairs of province where the foreign worker is expected to work shall issue a work permit to the foreign worker.

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13/04/202313/04/2023

PROCEDURES FOR TRANSFERING LAND USE RIGHTS OR HOUSES ASSOCISTED WITH LAND USE RIGHTS WHEN RECEIVING INHERITANCE

I. The order of implementation when declaring inheritance is land use rights

Step 1: Carry out the inheritance declaration procedure at the relevant registry

To carry out the inheritance declaration procedure, the parties can choose to go to the notary office or the commune-level People’s Committee where the real estate is located to conduct inheritance division.

Dossiers when making inheritance declarations include:

- Resume of the recipient of the inheritance (notarized)
- Citizen Identity Card/Passport of persons named in the will or in the line of inheritance as prescribed by law.
- Power of attorney contract or power of attorney in case of establishing a transaction through a representative.
- Death certificate of the deceased (notarized)
- Will (original + notarized) if any leave a will
- Birth certificate, marriage certificate, documents proving the relationship of the heir and the deceased (original)
- Certificates of land use rights, assets attached to land, documents proving ownership of assets as inheritance (certificates of real estate, ownership of houses, licenses for sale and purchase, legalization of houses issued by district People’s Committees, passbooks, shares, share certificates, sales contracts, transfers,…)

After checking the dossier in full, in accordance with the provisions of law, the competent authorities shall publicly post it at the headquarters of the commune-level People’s Committee, the former permanent residence of the person who left the legacy; in case there is no permanent residence, it shall be posted at the commune-level People’s Committee, the person’s temporary residence for a limited time. If above places are not identified, then list at the commune-level People’s Committee, where the estate of the person who left the legacy is located.

After 15 days of listing, there are no complaints or denunciations, the notary agency certifies the written agreement on the division of inheritance.

Step 2: Carry out procedures for changing the name of the land use right certificate with the heirs

The heirs shall go to the Land Registration Office under the Department of Natural Resources and Environment or the agencies receiving the dossier according to the regulations of the provincial People’s Committee to carry out the procedures for transferring to the name of land use rights and assets attached to land.

Based on the dossier, the housing authority will inspect, locate the land plot, and send it to the tax office to determine the financial obligation (if any).

Taxes and fees to pay when transferring to the name of land use rights in case of inheritance:

- PIT: For income from inheritance (including houses, construction works formed in the future in accordance with the law on real estate business) between husband and wife; biological father, natural mother with biological children; adoptive father, adoptive mother with adopted child; father-in-law, mother-in-law with daughter-in-law; father-in-law, mother-in-law with son-in-law; grandfather, grandmother to grandson, grandfather to grandchild; siblings will be exempt from PIT. The remaining inheritance cases will be subject to PIT of 10% of the value of the real
- Registration fee: 0.5% of the value of the property inherited.
- Notary fee: based on the value of the heritage and detailed instructions in Circular 257/2016 / TT-BTC.
- Fees for issuance of land use right certificates: Depending on the locality, there will be different revenues
- Application appraisal fee: Depending on the locality and applicable in case of initial issuance or reissuance or change of information in the certificate.

Step 3: Apply and receive certificates of land use rights, assets attached to land

After the notice of the tax authority, the state management agency will send a tax payment notice for the landlord to pay financial obligations at the tax office (if the landlord is not subject to payment or exempt from paying financial obligations, there is no such step).

After paying taxes, the landlord shall submit tax receipts and registration fees to state management agencies to receive certificates of land use rights and assets attached to land.

II. Conditions for receiving capital contribution by land use rights

The time to carry out procedures for issuance of certificates of housing ownership and land use rights to buyers is up to 30 days from the date of receipt of sufficient valid documents. This time does not count towards the time when the landlord goes to pay financial obligations to the State.

Usually, the procedures for declaring inheritance will take a lot of time, because during the declaration can lead to many disputes about inheritance, inheritance left and settled in court.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Land use rights transfer.

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29/03/202329/03/2023

THINGS TO NOTE WHEN CONTRIBUTING CAPITAL BY LAND USE RIGHTS

I. Conditions for capital contribution by land use rights

Land users may exercise the right to contribute capital by land use rights when the following conditions are met:

- Have a land use right certificate, except for the following cases:
- In case all recipients inheriting land use rights, ownership of houses and other assets attached to land are foreigners or overseas Vietnamese who are not eligible to buy housing associated with land use rights in Vietnam:
  - The heirs may not be granted a Certificate of land use rights, ownership of houses and other property attached to the land but is transferred or gifted to the inherited land use right.
  - In case of inheritance of land use rights, land users may exercise their rights when they have a certificate or are eligible to issue certificates of land use rights, ownership of houses and other assets attached to land.
- The land is not in dispute;
- Land use rights are not marginalized to ensure the execution of judgments;
- During the term of land use.

The conversion, transfer, lease, sub-lease, inheritance, gift, mortgage of land use rights, capital contribution by land use rights must be registered at the land registration office and take effect from the time of registration in the cadastral book.

II. Conditions for receiving capital contribution by land use rights

Economic organizations, households and individuals may transfer, receive capital contributions, or lease agricultural land use rights for the implementation of non-agricultural production and business investment projects when they fully meet the following conditions:

- There is a written approval from a competent state agency for an economic organization to transfer, receive capital contribution or lease the right to use agricultural land for the implementation of the project;
- The purpose of use for the land area to be transferred, contributed capital or leased land use rights must be in accordance with the land use planning and plan approved by a competent state agency;
- For land specialized in rice cultivation, it must comply with the provisions of Clause 3, Article 134 of the 2013 Land Law as follows:
  - Persons who are allocated or leased land for non-agricultural purposes by the State from land specialized in rice cultivation must pay a sum of money for the State to supplement the lost land area for rice cultivation or increase the efficiency of using rice land according to the Government’s regulations.

III. Dossier of capital contribution by land use right

Application for registration of land fluctuations or houses associated with land use rights according to form No. 09/DK.

Contracts and documents on capital contribution by land use rights, ownership of assets attached to land (original).

Certificate of land use rights or houses associated with land use rights (original).

Written approval of competent State agencies for economic organizations receiving transfers, capital contributions or leases of agricultural land use rights for the implementation of investment projects;

The land user’s written consent for the owner of the property attached to the land to contribute capital to the property attached to the land in case the capital contribution is equal to the property attached to the land but the owner of the property attached to the land is not simultaneously a land user.

IV. Procedures for capital contribution by land use rights

Order of execution:

Step 1: Valuation of land use rights. Valuation of land use rights or houses associated with land use rights can be set by shareholders, company members and jointly responsible or hired by professional valuation companies.

Step 2: Sign a capital contribution contract with land use rights and perform notarization at a notary office. The parties sign capital contribution contracts (specifying the time limit for capital contribution by land use rights) and carry out notarization procedures at the notary office.

Step 3: Register fluctuations in land use rights, ownership of assets attached to land in case of capital contribution by land use rights, ownership of assets attached to land.

Step 4: Register to change charter capital/investment capital according to the information contributed to relevant authorities.

In case of capital contribution by land use rights to establish a company, individuals/organizations shall carry out procedures within 90 days from the date of obtaining the enterprise establishment license.

In case of additional capital contribution, the charter capital of the established individual/organization shall carry out the procedures from the date of signing the capital contribution contract.

The registration agency for capital contribution to economic organizations is the land registration office at the provincial Department of Natural Resources and Environment or the agency receiving the dossier as prescribed by the People’s Committee of the province or centrally run city.

Tax provisions when contributing capital by land use rights:

- Registration fee: Free registration fee due to capital contribution by land use rights.
- Personal income tax: 2% on the transfer or sublease price. Accordingly, individuals who contribute capital by land use rights and real estate do not have to declare and pay PIT immediately. Only after one of the acts such as capital transfer, capital withdrawal, dissolution of the enterprise will this obligation be fulfilled.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Setting up business.

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22/03/202322/03/2023

INSTRUCTIONS ON HOW TO CALCULATE THE REGISTRATION FEES

I. GENERAL PROVISIONS ON REGISTRATION FEES

Fee is a fixed amount that organizations and individuals must pay when being provided with public services by state agencies serving state management as prescribed in the List of fees issued together with the Law on Fees and Charges 2015.

Thus, registration fee is the amount of money predetermined by state agencies on assets that individuals and organizations are obliged to pay.

On the principle of determining the amount of registration fee:

- The fee collection rate is predetermined, not intended to offset costs;
- The registration fee is calculated as a percentage of the property value;
- Ensure fairness, openness, transparency and equality of rights and obligations of citizens.

Dossiers of making registration tax returns for houses and land:

- Property registration fee declaration
- Copies of old red books or related documents proving ownership
- Copy of the contract of sale/transfer of real estate
- In case individuals and organizations are exempt from registration fees, they need to submit copies of documents proving in accordance with the law when buying, selling, or transferring.

II. SUBJECTS SUBJECT TO REGISTRATION FEES

The subjects are subject to registration fees as follows:

- House, land
- Hunting guns; guns used for training or sports
- Ships in accordance with regulations of the law on inland waterway transport and the maritime law (hereinafter referred to as “ships”), including barges, canoes, tugs, pushers, submarines, and submersibles; except for floating docks, floating storage units, and mobile offshore drilling units
- Boats, including yachts
- Aircraft
- Two-wheeled or three-wheeled motorcycles, mopeds, and equivalences subject to registration fees and fitted with license plates issued by competent state agencies (hereinafter referred to as “motorcycles”).
- Motor vehicles, trailers or semi-trailers towed by motor vehicles, and equivalences subject to registration fees and fitted with license plates issued by competent state agencies.
- Frame, chassis assembly, engine assembly, and engine block of the property prescribed in Clauses 3, 4, 5, 6, and 7 of this Article, when replaced, subject to registration with competent state agencies.

Applicants of registration fees:

Organizations and individuals whose assets are subject to the above registration fees must pay registration fees when registering ownership and use rights with competent state agencies, except for cases subject to exemption from registration fees as prescribed by law.

III. HOW TO CALCULATE REGISTRATION FEE

Regulations on the rate of registration fee collection (%) are as follows:

- Houses and land: 0.5% (houses, including: houses, working houses, houses used for other purposes; land, including: agricultural land and agricultural fee land in accordance with the Law on Land, regardless of whether the land has been built or not yet built)
- Hunting guns; guns used for training or sports: 2%
- Ships, including barges, canoes, tugs, pushers, submarines, submersibles; boats, including yachts; aircraft: 1%
- Motorcycles: The fee is 2%, in some cases there will be a separate revenue.
- Motor vehicles, trailers or semi-trailers towed by motor vehicles, or equivalences: 2%

The registration fee for the above-mentioned assets is a maximum of 500 million VND/1 asset/1 registration, except for cars carrying people with 9 seats or less, aircraft, yachts.

Particularly for the calculation of registration fees for houses and land, it is specified as follows:

Registration fee = fee x registration fee

Inside:

- The fee is 0.5%
- The levels of submission on a case-by-case basis are specifically defined as follows:
  - For registration and issuance of GCNQSDD: Registration fee = 0.5% x (Price of 01 m² of land in the Land Price List x Bookable area)
  - For real estate transfers:
    - Case 1: The price of houses and land in the transfer contract is higher than the price of houses and land prescribed by the provincial People’s Committee: Registration fee payable = 0.5% x (price in the contract x area of the house or land transferred)
    - Case 2: The price of houses and land in the transfer contract is lower than the price of houses and land prescribed by the provincial People’s Committee: For land, registration fee = 0.5% x (price of 01 m² of land in the land price list x transfer area); for houses, registration fee = 0.5% x (the area of the house subject to registration fee x price of 01 m² ( VND/m²) x the rate (%) of remaining quality)

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Registration fees.

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17/03/202317/03/2023

REGULATIONS ON ENTERPRISES TRADING IN ALCOHOL DISTRIBUTION LINES

I. Conditions for trading in alcohol distribution lines

Alcohol trading is a conditional business line for domestic enterprises and foreign enterprises specified in Section 46, Appendix IV, Law on Investment 2020.

On the principle of alcohol business: Alcohol business belongs to the list of conditional business lines. Organizations and individuals engaged in alcohol business must comply with the provisions of the Law on Prevention and Control of Harmful Effects of Alcohol and Beer and the provisions of Decree 105/2017/ND-CP, amended and supplemented by Decree 17/2020/ND-CP

Requirements for distribution of alcohol:

- The enterprise distributing alcohol (alcohol distributor) shall be established according to regulations of law.
- There should be spirit distribution systems within at least 02 provinces or central-affiliated cities (including the administrative divisions where the spirit distributors’ headquarters is located); at least a spirit trader within each province or central-affiliated city. If the spirit distributor establishes a branch or business location besides its headquarters for the purpose of spirit sale, it is not required to ask for confirmation from the spirit wholesaler.
- A written reference or an agreement in principle shall be made by another alcohol producer, distributor or wholesale.

II. Rights and obligations of alcohol distribution traders

- Buying and selling alcohol of legal origin;
- Post a valid copy of the license issued by the competent authority at the merchant’s liquor sales locations and may only buy and sell alcohol according to the contents of the issued license, except for the case of traders selling alcohol for on-site consumption.”
- Implement the reporting regime and other obligations as prescribed in Decree 105/2017/ND-CP
- Importing alcohol, purchasing alcohol from domestic liquor producers and other liquor distribution traders according to the contents of the license.
- Selling alcohol to liquor distribution traders, wholesale liquor traders, alcohol retail traders, on-site alcohol traders within provinces/central-affiliated cities that have been licensed;
- Selling alcohol to traders who buy alcohol for export.
- Directly retail alcohol at traders’ business locations within provinces/central-affiliated cities that have been licensed;

III. Registration dossiers for enterprises trading in alcohol distribution lines

– Application for an alcohol distribution license according to Form No. 01 of Decree 105/2017/ND-CP

– A copy of the enterprise registration certificate or equivalent legal documents.

– Document concerning the spirit distribution system includes one of the two following types:

- - A copy of the agreement in principle, confirmation letter or commitment to participating in the spirit distribution system enclosed with a copy of the spirit wholesaling license of the wholesaler expected to participate in the spirit distribution system;
  - A copy of the distributor’s Certificate of registration of operation of the branch or Certificate of registration of the business location for spirit trading purpose;

– Documents relating to alcohol suppliers;

- Copy of introductory documents or principle contracts of liquor traders, other liquor distribution traders or overseas liquor suppliers, which specify the intended types of liquor traded in accordance with the activities of the liquor suppliers;
- In case the liquor supplier is a domestic trader, a copy of the liquor production license or liquor distribution license is required.

IV. Competence and procedures for granting liquor distribution business licenses

The Ministry of Industry and Trade is the agency that issues alcohol distribution licenses.

Traders (applicant) shall submit an application in person, by post or through the internet (if applicable) to a licensing authority;

Within 15 days from the day on which the valid application is received, the licensing authority shall consider processing and granting the license to the applicant. If the application is rejected, the licensing authority shall provide the applicant with a written explanation.

If the application is invalid, the licensing authority shall send a written request for additional documents to the applicant within 3 days from the day on which the application is received.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Trading in alcohol distribution lines.

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10/03/202310/03/2023

REGULATIONS ON ENTERPRISES TRADING IN ALCOHOL WHOLESALE LINES

I. Conditions for enterprises to do business in alcohol wholesale business

- An enterprise established in accordance with the provisions of law.
- There should be a spirit wholesaling system within a province or central-affiliated city where the wholesaler’s headquarters is located with at least 01 spirit retailer. If the spirit wholesaler establishes a branch or business location besides its headquarters for the purpose of spirit sale, it is not required to ask for confirmation from the spirit retailer.
- Have a written referral or principle contract of a liquor trader, liquor distribution trader or other wholesale alcohol trader.

II. Rights and obligations of alcohol wholesale enterprises

- Buying and selling alcohol of legal origin;
- Post a valid copy of the license issued by the competent authority at the merchant’s liquor sales locations and may only buy and sell alcohol according to the contents stated in the issued license, except for the case of traders selling alcohol for on-site consumption;
- Implement the reporting regime and other obligations as prescribed by Decree 105/2017/ND-CP;
- Purchase alcohol from domestic alcohol producers or other alcohol distributors/wholesalers according to the contents stated in licenses;
- Sell alcohol to alcohol wholesalers/retailers or sellers of alcohol for on-premises consumption within provinces/central-affiliated cities that have been licensed;
- Sell alcohol to alcohol exporters;
- Directly retail spirits at traders’ licensed business locations within provinces or central-affiliated cities.

(Regulation Article 18, Decree 105/2017/ND-CP, Article 16, Decree 17/2020/ND-CP)

III. Registration dossiers for enterprises trading in alcohol wholesale lines

– Application for a wholesale liquor license according to Form No. 01 of Decree 105/2017/ND-CP

– A copy of the business registration certificate or document of equivalent legal validity.

– Documentation of the alcohol wholesale system is of one of two types:

- - A copy of the principle contract, letter of confirmation or commitment to participate in the wholesale alcohol system with a copy of the wholesale liquor license of the trader who intends to participate in the wholesale alcohol system;
  - A copy of the Certificate of operation registration of the branch of the enterprise or the Certificate of registration of the place of business of the enterprise for alcohol business.

– Documents relating to alcohol suppliers;

- - Copies of introductory documents or principle contracts of domestic producers, distribution traders or other wholesale traders, stating the intended types of liquors for trading in accordance with the activities of the producing trader, distributor or other wholesale trader;
  - Copies of liquor licenses, distribution licenses or wholesale liquor licenses of liquor suppliers.

IV. Licensing authority and procedures

The Department of Industry and Trade is the agency that issues alcohol wholesale licenses in provinces and central-affiliated cities.

Licensing procedure:

Merchants apply in person or by post or online (if eligible to apply) to the licensing authority.

For wholesale liquor licenses:

If the application is invalid, the licensing authority shall send a written request for additional documents to the applicant within 3 days from the day on which the application is received.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Trading in alcohol wholesale lines.

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08/03/202310/03/2023

REGULATION ON ENTERPRISES DEALING RETAIL ALCOHOL

I. Conditions for enterprises to do business in alcohol retailers

The enterprise, cooperative, cooperative joint venture, or household business retailing alcohol (alcohol retailer) shall be established according to regulations of law.

The alcohol retailer shall be entitled to run a fixed store with a clear address.

A written reference or an agreement in principle shall be made by the alcohol producer, distributor, or wholesaler.

II. Rights and obligations of alcohol retailer

- Buying and selling alcohol of legal origin.
- Post a valid copy of the license issued by the competent authority at the merchant’s liquor sales locations and may only buy and sell alcohol according to the contents stated in the issued license, except for the case of traders selling alcohol for on-site consumption.
- Implement the reporting regime and other obligations as prescribed by Decree 105/2017/ND-CP.
- Purchase alcohol from domestic alcohol producers or other alcohol distributors/wholesalers according to the contents stated in licenses;
- Sell alcohol to sellers of alcohol for on-premises consumption or directly sell to buyers at sellers’ premises according to the contents stated in licenses.

III. Registration documents for alcohol retail businesses

- A completed application form provided in the specimen No. 1 attached hereto
- A copy of the certificate of enterprise/cooperative/cooperative joint venture/household business registration
- A copy of the lease/borrowing agreement or documents proving legitimate use rights to expected alcohol retail store.
- A written reference or an agreement in principle shall be made by the alcohol producer, distributor or wholesaler.

IV. Licensing authority and procedures

Offices of Economis or Offices of Economics and Infrastructure affiliated to People’s Committees of districts shall issue licenses for home production of spirits for business purpose and licenses for spirit retail within their districts.

Merchants apply in person or by post or online (if eligible to apply) to the licensing authority.

Within 10 working days from the date of receipt of a complete and valid dossier, the competent state agency shall consider, appraise and grant licenses to traders. In case of refusal to grant, a written response stating the reasons therefore must be given.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Retail Alcohol.

- Email: hue.truong@htlaw.vn
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03/03/202303/03/2023

PROCEDURES FOR TRANSFERRING LAND USE RIGHTS AND ASSETS ATTACHED TO LAND

Real estate is a great asset for individuals, businesses, and organizations. Therefore, procedures related to real estate often receive great attention from people, especially transactions that often occur such as: transfer procedures to real estate names.

I. Conditions for the transfer of land use rights and assets attached to land

According to the provisions of Article 188 of the 2013 Land Law on conditions for Land users may exercise the rights to exchange, transfer, lease, sub-lease, inherit, donate, or mortgage land use rights and contribute land use right as capitial when meeting the following conditions:

“a) Having a certificate, except for the case specified in Clause 3, Article 186 and the case of inheritance specified in Clause 1, Article 168 of the 2013 Land Law;

b) The Land is in dispute – free;

c) The land use rights are not distrained to secure judgment enforcement;

d) Within the land use term.”

Thus, when you want to transfer land use rights when exercising the right to transfer, you must also meet the conditions prescribed in Articles 189, 190, 191, 192, 193 and 194 of the 2013 Land Law. The transfer of land use rights must be registered at the land registry and take effect from the time of registration in the cadastral book.

In some cases, it is not allowed to receive transfers or donate for land use rights

1. Organizations, households, individuals, residential communities, religious establishments, overseas Vietnamese, foreign-invested enterprises may not receive transfer or donate for land use rights in cases in which the law does not allow the transfer or donate of land use rights.
2. Economic organizations may not accquire the rights to use paddy land, protection forest land or special-use forest land from households or individuals, except the case of change in land use purpose in accordance with the land use master plan and plans approved by competent state agencies.
3. Households and individuals not directly engaged in agricultural production may not receive transfers or donate land use rights for rice cultivation.
4. Households and individuals may not transfer or receive donate for the right to use residential land or agricultural land in protected forest areas, in strictly protected zones, ecological restoration subdivisions belonging to special-use forests, if they do not live in such protected forest or special-use forest areas.

II. Procedures for transferring land use rights and assets attached to land

Step 1: Notarization of the contract for the transfer of land use rights and assets attached to land

Preparation of notarized documents

- Notarized request form;
- Contracts for transfer or donation of land use rights;
- Original identification documents such as ID card/Passport of the assignor and assignee;
- The original certificate of land use rights and property attached to the land;
- The originals of other documents related to the contract for the transfer of land use rights and assets attached to the land (for common property during the marriage period, there must be a marriage certificate of the couple, if the property is separate, there must be documents proving such as the donate contract, written division of inheritance, certificate of marital status, etc).

Currently, according to the new regulations on the elimination of household registration of family, the use of identification numbers to replace household registration of family is carried out according to Decree No. 104/2022/ND-CP and related legal documents, so land procedures will be more streamlined than before.

After completing the complete set of notarized documents, individuals will carry out notarization at the notary office or the commune-level People’s Committee where the real estate is located.

Step 2: Declaration of financial obligations (at the district People’s Committee where the real estate is located)

Dossiers of declaration of financial obligations include:

- Registration fee declaration (02 copies signed by the transferee)
- Personal income tax return (02 copies signed by the assignor)
- Contract for transfer of land use rights and assets attached to land has been notarized (01 original)
- Certificate of land use rights and property attached to land (01 original + 01 notarized photo)
- ID card/ Passports of the assignors and transferees
- In case of donation or inheritance, there must be documents proving the personal relationship of the donor and recipient to be exempt from personal income tax

Time limit for tax payment: 10 days after the notice, the taxpayer pays money to the State budget.

Accordingly, the registration fee payable = the price of the registration fee for the real estate x the rate of registration fee (%)

Specifically:

The price charged for registration fee for real estate is the land price in the land price list issued by the Provincial People’s Committee in accordance with the law on land at the time of declaration of registration fee.

- The rate of registration fee (%) is 0.5% according to Clause 1, Article 7, Clause 1, Article 8 of Decree 10/2022/ND-CP.
- The personal income tax rate when transferring real estate is 2% according to Article 17 of Circular 92/2015/TT-BTC.

Step 3: Declaration of the dossier to name (at the district People’s Committee where the real estate is located)

Dossiers when changing the name of the land use right certificate include:

- Application for registration of fluctuations (signed by transfer); In case there is an agreement in the contract about the transferee performing administrative procedures, the transferee shall sign
- Transfer contract; donation contracts; or a written agreement on the division of the estate; written declaration of heritage, notarized
- Certificate of land use rights and property attached to land (original)
- Certificate of payment to the state budget (receipt of completion of financial declaration procedures for real estate) – original
- ID card/Passport (original)

Time limit for name change: according to Article 95 of the Land Law 2013, the time limit for transferring to a name does not exceed 30 days from the date of the change, the land user must carry out the procedures for registration of fluctuations; in case of inheritance of land use rights, the time limit for registration of fluctuations shall be counted from the date of completion of the division of land use rights as inheritance.

Step 4: Pay all the fees and get back the certificate of land use rights and assets attached to the land.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Transferring land use rights and assets attached to land.

- Email: hue.truong@htlaw.vn
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28/02/202328/02/2023

WORK PERMIT FOR CHAIRMAN OF THE BOARD OF DIRECTORS, MEMBER OF THE BOARD OF DIRECTORS OF JOINT STOCK COMPANY

I. Regulations

According to the provisions of Clause 2, Article 7 of Decree 152/2020, Chairman of the Board of Directors or a member of the Board of Directors of a joint-stock company with a capital contribution value of 3 billion VND or more does not subject to a work permit.

However, for Chairman of the Board of Directors or a member of the Board of Directors of a joint-stock company with a capital contribution value of 3 billion VND or more, they are not required to carry out procedures for determining the need to employ foreign workers. accepting foreign workers who are not subject to a work permit, only need to report to the Ministry of Labor – Invalids and Social Affairs or the Department of Labor – Invalids and Social Affairs where the foreign worker is expected to work.

II. Procedures

Report the use of foreign workers to the Department of Labor, War Invalids and Social Affairs

1. The written report according to Clause 2, Article 8 of Decree 152/2020/ND-CP includes the following information: full name, age, nationality, passport number, name of foreign employer, start date and end date of work;
2. A notarized copy of the foreigner’s passport;
3. A notarized copy of the Enterprise Registration Certificate;
4. A notarized copy of the Investment Registration Certificate;
5. A notarized copy of capital contribution cerificate of the Chairman of the Board of Directors and members of the Board of Directors;
6. A notarized copy of the decision to establish the Board of Directors records information of the Chairman of the Board of Directors and members of the Board of Directors;
7. A letter of authoriztion letter for the person doing the procedures (if applicable).

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Report the use of foreign workers.

- Email: hue.truong@htlaw.vn
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22/02/202322/02/2023

REGULATIONS ON WORK PERMIT FOR FOREIGNERS MARRIED TO VIETNAMESE AND LIVE IN VIETNAM

I. Regulations

According to the regulations in Decree 152/2020, foreign workers who are married to Vietnamese and currently living in Vietnam fall under the case that foreign workers exempt from work permits

For this case, the foreign employer shall determine the demand for foreign workers and only has to carry out procedures for reporting the use of foreign workers to the Ministry of Labor, War Invalids and Social Affairs or the Department of Labor, War Invalids and Social Affairs where the foreign worker is expected to work without having to apply for exempting from work permits

II. Procedures

Step 1: The procedure to determine the demand for foreign workers

Time: 07 working days

Place to apply: Department of Labor, War Invalids and Social Affairs where the foreign worker is expected to work

Step 2: Reporting the use of foreign workers to Department of Labor, War Invalids and Social Affairs

1. The report under Clause 2, Article 8 of Decree 152/2020/ND-CP includes the following information: full name, age, nationality, passport number, name of employer, starting date, and completion date;
2. A notarized copy of the passport of foreign worker;
3. A notarized copy of the enterprise registration certificate of company where the foreign worker is expected to work;
4. A notarized copy of marriage certificate;
5. Power of attorney (if applicable)

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Work Permit Exemption.

- Email: hue.truong@htlaw.vn
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17/02/202317/02/2023

STANDARDS OF TEACHERS AT FOREIGN LANGUAGE CENTER

I. Standards for Vietnamese teachers

Vietnamese teachers are eligible to teach foreign languages when they meet one of the following criteria:

– Having a college degree in foreign language pedagogy or higher;

– Having a college degree in a foreign language or higher and a certificate of pedagogy.

II. Standards for foreign teachers

For native teachers: Teachers who are native speakers of foreign languages (for each specific foreign language): Possess a college degree or higher and an appropriate certificate of foreign language teaching.

For non-native foreign teachers:

Foreign teachers are eligible to teach foreign languages when they meet one of the following criteria:

– Having a college degree in foreign language pedagogy or higher;

– Having a college degree in foreign languages or higher and an appropriate certificate of foreign language teaching;

– Having a college degree or higher, a certificate of foreign language ability at level 5 or higher according to the 6-level foreign language competency framework for Vietnam or equivalent and an appropriate certificate of foreign language teaching.

(Legal basis: Circular 21/2018 of the Ministry of Education and Training)

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10/02/202310/02/2023

THE LIST OF FACILITIES ELIGIBLE FOR CONDUCTING CHECKUP FOR FOREIGNERS WORKING IN VIETNAM

(ACCORDING TO OFFICIAL LETTER NO.143/KCB-PHCN&GD)

NO.	PROVINCE	NAME OF FACILITY
1	HA NOI	E Hospital Xanh Pon Hospital Duc Giang Hospital Dong Da Hospital Hoe Nhai Hospital L'Hôpital Français de Hanoi Hong Ngoc Hospital Thu Cuc International Hospital Trang An Hospital Ha Noi Private Hospital Vietlife Clinic Dr. Binh TeleClinic Bach Mai Hospital
2	HAI PHONG	Viet Tiep Friendship Hospital in Hai Phong Kien An Hospital in Hai Phong Vietnam National Institute of Maritime Medicine Hospital of Hai Phong University of Medicine and Pharmacy
3	QUANG NINH	Quang Ninh General Hospital Bai Chay Hospital Vietnam - Sweden Hospital in Uong Bi
4	LANG SON	Provincial General Hospital of Lang Son
5	LAO CAI	Lao Cai General Hospital
6	CAO BANG	Cao Bang General Hospital
7	YEN BAI	Yen Bai General Hospital
8	LAI CHAU	Lai Chau General Hospital
9	DIEN BIEN	Dien Bien General Hospital Medical center of Tuan Giao District
10	SON LA	Son La General Hospital
11	PHU THO	Phu Tho General Hospital
12	VINH PHUC	Central 74 Hospital
13	BAC KAN	Bac Kan General Hospital
14	THAI NGUYEN	“A” Hospital of Thai Nguyen Central General Hospital of Thai Nguyen
15	BAC GIANG	Bac Giang General Hospital
16	BAC NINH	Bac Ninh General Hospital Thanh An - Thang Long Hospital
17	HAI DUONG	Hai Duong General Hospital
18	HUNG YEN	Hung Yen General Hospital Pho Noi Hospital
19	HOA BINH	Hoa Binh General Hospital
20	NINH BINH	Ninh Binh General Hospital
21	NAM DINH	Nam Dinh General Hospital
22	HA NAM	Ha Nam General Hospital
23	THAI BINH	Thai Binh General Hospital
24	THANH HOA	Thanh Hoa General Hospital Hop Luc Hospital Thanh Ha Hospital
25	NGHE AN	Quynh Lap National Leprosy Dermatology Hospital
26	HA TINH	Ha Tinh General Hospital
27	QUANG BINH	Vietnam – Cuba Dong Hoi Friendship Hospital
28	QUANG TRI	Quang Tri General Hospital
29	THUA THIEN HUE	Hue Central Hospital
30	QUANG NAM	Quang Nam Central General Hospital
31	DA NANG	C Hospital in Da Nang Da Nang Hospital Hoan My Hospital
32	QUANG NGAI	Quang Ngai General Hospital
33	BINH DINH	Binh Dinh General Hospital Quy Hoa National Leprosy Dermatology Hospital
34	PHU YEN	Phu Yen General Hospital
35	KHANH HOA	Khanh Hoa General Hospital
36	GIA LAI	Gia Lai General Hospital
37	DAC NONG	Dak Nong General Hospital Hospital of Dăk R’ Lap District Dak Song General Hospital
38	NINH THUAN	Ninh Thuan General Hospital
39	BINH THUAN	Binh Thuan General Hospital
40	TAY NINH	Tay Ninh General Hospital
41	BINH DUONG	Binh Duong General Hospital Columbia Asia International Hospital in Binh Duong
42	DONG NAI	Dong Nai General Hospital Thong Nhat Hospital in Dong Nai Dong Nai International Hospital
43	HO CHI MINH CITY	115 People’s Hospital Trung Vuong Hospital Hospital of Thu Duc District Van Hanh Hospital An Sinh Hospital Phuoc An Clinic - Branch No. 3 Cho Ray Hospital FV Hospital Sai Gon Columbia Asia International Clinic
44	TIEN GIANG	Provincial General Hospital of Tien Giang
45	BEN TRE	Nguyen Dinh Chieu Hospital
46	TRA VINH	Tra Vinh General Hospital
47	CAN THO	Can Tho General Hospital Hoan My Cuu Long Hospital
48	SOC TRANG	Soc Trang General Hospital
49	AN GIANG	Provincial General Hospital of An Giang
50	DONG THAP	Dong Thap General Hospital
51	KIEN GIANG	Kien Giang General Hospital
52	BA RIA-VUNG TAU	Ba Ria Hospital Le Loi Hospital Vietsovpetro Medical Center

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03/02/202303/02/2023

SOME NOTES ON BIRTH REGISTRATION FOR CHILDREN OF TWO FOREIGNERS IN VIETNAM

I. Authority

District-level People’s Committee of the place of residence of the father or mother

II. The order of execution

Step 1: The person applying for birth registration submits the application to the civil status registration agency

Step 2: Immediately after receiving the required documents, if finding that the birth registration information is complete and valid, the civil status officer shall record the birth registration information in the civil status book. The civil status officer and the person making the birth registration shall both sign the civil status book.

Step 3: The Justice Division reports to the President of the district-level People’s Committee to issue a birth certificate to the person whose birth is registered.

III. Dossier

1. Birth registration declaration form;
2. Certification of birth;
3. Agreement of parents on choosing nationality for their child;
4. Confirmation of the foreign competent state agency that the child is entitled to such nationality;
5. Passport of father and mother;
6. Parent’s visa/temporary residence card (if it is not attached to the passport);
7. Confirmation of temporary residence of the Ward police (father and mother).

IV. Settlement time

In fact, the Birth Certificate will be issued after 03-05 working days from the date of receiving the complete and valid dossier, depending on each People’s Committee.

V. Some general notes

1. In case the child’s parent chooses a foreign citizenship for the child upon birth registration, besides the written consent to such choosing, a confirmation that such choosing conforms to the foreign country’s law from the competent authority of the foreign country is required.

However, in practice, many countries such as England, America, Colombia do not have a formality to issue such a certification, but only authenticate the signature of the parent in the agreement. In this case, the civil status registry will not be able to issue a birth certificate with the nationality desired by the parents, but the birth certificate will leave the nationality section blank.

1. In the birth certificate registration form, the place of residence of the father and mother may be required to write a temporary residence address in Vietnam instead of a permanent address in a foreign country (depending on each civil status registration agency).
2. In case the wife gives birth to a child before marriage registration without birth registration and, upon birth registration, the couple has a document recognizing the child as their common child, the father’s information shall be added to the child’s birth certificate immediately without applying for father-child relationship recognition.

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13/01/202313/01/2023

SOCIAL INSURANCE SCHEME FOR MATERNITY CASES

No.	Content	Legal Basis
1	Definition: Social insurance is a social security policy of the state to protect the interests of employees, this is a policy to ensure and offset a part of an employee’s real income when losing income. for cases of leave of work, maternity, sickness, labor accident, occupational disease, end of working age or death, on the basis of contribution to the social insurance fund Compulsory social insurance: - Sick; - Maternity; - Occupational accidents and diseases; - Retire; - Survivorship.	Clause 1 Article 3 Clause 1 Article 4 Law on Social Insurance
2	Conditions to be entitled to the maternity regime: In one of the following cases: - Pregnant female employees; - Female workers give birth - Female employees are surrogates and the mother asks for surrogacy - The employee adopts a child under 6 months old; - Female employees put on IUDs, employees take sterilization measures; - Male employees who are paying social insurance premiums whose wives give birth to children. Case: Female employees give birth; female employees as surrogates and mothers asking for surrogacy; employees adopt children under 06 months old; must pay social insurance premiums for full 06 months or more within 12 months before giving birth or adopting a child. Case: A female employee who has given birth to a child and has paid social insurance premiums for full 12 months or more but has to take a leave of absence from work to take care of the pregnancy when she is pregnant under the direction of a competent medical examination and treatment establishment shall pay social insurance premiums. from full 03 months or more in the 12 months before giving birth.	Article 31 Law on Social Insurance
3	Term to be entitled to benefits when giving birth: - Female employees giving birth are entitled to take maternity leave before and after giving birth for 6 months. In case female employees have twins or more, from the second child onwards, for each child, the mother is entitled to an extra month of leave. - The maximum period of maternity leave before giving birth is not more than 02 months.	Clause 1 Article 31 Law on Social Insurance
4	Level of maternity benefits: The monthly allowance is equal to 100% of the average monthly salary on which social insurance premiums are based for the 06 months before taking leave for the maternity regime.	Article 39 Law on Social Insurance

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06/01/202306/01/2023

DURATION OF LICENSE TYPES

STT	Content	Legal basis
1	License for establishment of representative offices/branches of foreign traders: - 05 years, but not exceeding the remaining term of the business registration certificate or paper of equivalent value of the foreign trader, in case such paper has regulations on the term. - Within at least 30 days before the license expires, the trader can make a dossier to apply for the license extension, unless there is a violation in the cases of being revoked.	Clause 1 Article 9, Article 21, Clause 1 Article 23 Decree 07/2016
2	Certificate of food safety eligibility - 03 years from the date of issue - At least 6 months before the expiration date of a certificate of food safety eligibility, if the food producer or trader wishes to continue its/ his/her production or trading activities, it/he/she shall submit a dossier of application for the re-grant of a certificate of food safety eligibility.	Article 37 of the Law on Food Safety 2010
3	Retail establishment license: - The license to set up a retail establishment has a term corresponding to the remaining term on the investment registration certificate for the retail establishment project. - In the absence of an Investment Registration Certificate, the duration of the License to set up a retail establishment corresponds to the duration stated in the document on the location of the retail establishment.	Point a, Clause 2, Article 26 of Decree 09/2018
4	Certificate of satisfaction of security and order conditions: - There is no time limit except for some cases	Clause 1, Article 15 of Decree 96/2016
5	Liquor Distribution License, Liquor Wholesale License, Liquor Retail License - The above licenses are valid for 5 years	Point b, Clause 2, Article 28 of Decree 105/2017
6	Work Permit - The term of a work permit is granted according to the term of one of the cases specified in Article 10 of Decree 152/2020 but must not exceed 02 years.	Article 10 of Decree 152/2020
7	Certification of exemption from work permit - The validity period of a certification of exemption from work permit is up to 2 years and coincides with the validity period of any case as prescribed in Article 10 of Decree 152/2020	Clause 2, Article 8 of Decree 152/2020
8	Visa exemption certificate - The visa exemption certificate has a maximum validity of not more than 5 years and is shorter than the expiry date of the passport or valid international travel document of the grantee for at least 6 months.	Clause 1, Article 4 of Decree 82/2015

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29/12/202229/12/2022

PROCEDURES FOR ISSUANCE OF VISA EXEMPTION CERTIFICATE

I. Cases of Visa Exemption Certificate

1. Vietnamese people residing overseas who have passports or laissez-passers issued by foreign authorities and foreigners being their spouses or children.
2. Foreigners being spouses and children of Vietnamese citizens.

II. Conditions for Visa Exemption Certificate

1. Having a passport or another international travel document that is still valid for at least one more year.
2. Having documents proving that he/she is a person eligible for visa exemption
3. Not banned or suspended from entry or exit as prescribed in Article 21 and Article 28 of the Law on entry, exit, transit, and residence of foreigners in Vietnam.

III. Order of execution in Vietnam

Step 1: Each person who is temporarily residing in Vietnam and wishes to obtain a certificate of visa exemption shall submit the dossiers to Immigration Department.

Step 2: Within 05 working days from the receipt of satisfactory documents, Immigration Administration shall consider issuing the certificate of visa exemption.

IV. Dossiers

1. The passport or another international travel document, or a permanent residence permit issued by an authority of the foreign country to the Vietnamese person residing therein.
2. An application form for issuance/reissuance of visa exemption certificate
3. 02 Photo (01 picture fixed on the application form).
4. Documents proving eligibility for visa exemption:

– The applicant who is a Vietnamese person residing overseas shall submit a certified true copy (or a copy enclosed with the original for comparison) of one of the following documents: birth certificate, decision to permit renouncement of Vietnamese nationality or certification of loss of Vietnamese nationality, other documents showing/proving the person’s Vietnamese nationality;

– The applicant who is a foreigner shall submit certified true copies (or copies enclosed with the originals for comparison) proving that he/she is a spouse or child of a Vietnamese citizen or a Vietnamese person residing overseas;

– In case there are no papers proving that the applicant is a Vietnamese person residing overseas, the overseas visa-issuing authority of Vietnam shall examine the applicant’s documents which show that he/she is of Vietnamese descent to decide whether to accept the application.

V. Duration of Visa Exemption Certificate

The maximum duration of a visa exemption certificate is 05 years and must be at least 6 months shorter than that of the holder’s passport or international travel document.

VI. Format of Visa Exemption Certificate

1. The certificate of visa exemption is issued in the passport. A detached certificate shall be issued if:

– All pages of the passport for granting visa are used;

– The passport is issued in a country who has not established a diplomatic relation with Vietnam;

– Another international travel document is used instead of a passport;

– A detached certificate is requested by the applicant;

– A detached certificate is needed for diplomacy, national defense and security purposes.

1. Each person shall be granted a separate certificate of visa exemption. Any parent and children who share the same passport shall be granted a single certificate of visa exemption.

VII. Temporary period according to the Visa Exemption Certificate

1. If the visa exemption certificate is valid for more than 6 months:

– Per entry, visa exemption holders are allowed to stay for 180 days

– If there is a need to continue to stay in Vietnam, they will be considered for an extension of temporary residence when there is a guarantee and a good reason, each extension is valid for up to 180 days (or equal to the remaining term of the visa).

1. If the visa exemption certificate is valid for less than 6 months, the temporary period will be equal to the validity of the visa exemption certificate and cannot be extended.

VIII. Fee

– Fee for issuance of the first visa exemption certificate: 20 USD.

– Fee for issuance of visa exemption certificate from the second time onwards: 10 USD.

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23/12/202223/12/2022

PROCEDURES OF CHARTER CAPITAL REDUCTION OF JOINT STOCK COMPANY (WHICH HAS FOREIGN INVESTMENT)

I. Cases of charter capital reduction

– In accordance with Decision of General Meeting of Shareholders (GMS), company returns the capital contributions to shareholders in proportion to their holdings (if the company has operated for at least 02 consecutive years from the date of business registration and has ability to fully pay its debts and fulfill its duty after the return of capital).

– The company repurchases the sold share.

– The charter capital is not contributed fully and punctually by shareholders.

II. Procedures of reducing charter capital

1. Register for changing the business registration information

Step 1: Submit applications for charter reduction to Business Registration Office – Department of Investment and Planning where the enterprise’s headquarter is located or submit online on National Registration Portal via: https://dangkykinhdoanh.gov.vn

Step 2: Within 03 working days from the receipt of valid documents, the Business Registration Office shall give the receipt slip, check the validity of received documents and grant the business registration certification for the enterprise.

2. Application for investment project adjustment

Step 1: Submit dossiers for investment project adjustment to the Department of Foreign Economic Affairs – Department of Planning and Investment where the enterprise’s headquarter is located.

Step 2: Within 10 days from the receipt of valid documents, the Department of Foreign Economic Affairs shall issue a new Investment Registration Certificate to investors..

Note:

– The company shall has ability to fully pay its debt and fulfill its duty after the charter capital reduction.

– In some cases, the authority shall inspect to ensure the charter capital reduction of the enterprise is valid.

III. Dossiers

Dossiers for register for changing the business registration information

Dossier shall comprise following documents:

– Notification of the business registration information change which is signed by the legal representative;

– The meeting minute of GMS on change in charter capital;

– The decision of GMS on change in charter capital;

– The list of foreign investors (if there is any change in the foreign investors);

– The certified copy of Investment Registration Certificate;

– The commitment to fully pay the unpaid debt and fulfill financial obligations of the enterprise after the charter capital reduction.

Dossiers for investment project adjustment

Dossier shall comprise following documents:

– Applications for investment project adjustment;

– Report on investment project’s progress by the time of the adjustment;

– The meeting minute of GMS about investment project adjustment;

– The decision of GMS about investment project adjustment;

– Financial report within the last 2 years;

– Enterprise registration certificate (original);

IV. Fees

According to Circular 47/2019/TT-BTC, the fee for publishing the enterprise registration information is: 100.000 VNĐ per turn

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to procedures of charter capital reduction of Joint Stock Company (which has foreign investment).

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15/12/202215/12/2022

PROCEDURES FOR ISSUANCE OF CERTIFICATE OF VIETNAMESE NATIONALITY

I. Authority to issue Certificate of Vietnamese nationality

The applicant for a Certificate of Vietnamese nationality shall submit a dossier at the Department of Justice, where he or she resides in the country, or a representative mission, where he/she resides in a foreign country at the time of application submission.

II. Condition

Vietnamese people residing abroad have not lost their Vietnamese nationality

III. Order of implementation (In Vietnam)

Step 1: Person wishing to confirm his/her Vietnamese nationality shall submit their dossiers directly at the Department of Justice of their residence or via the postal system.

Step 2: The Department of Justice receives the dossier, checks the validity and completeness of the documents included in the dossier:

+ If the application is complete and valid, it shall be recorded in the Acceptance Book and issued with a Certificate of Acceptance according to the prescribed form.

+ In case the application is incomplete or invalid, the applicant shall provide written instructions for supplementing and completing the application.

Step 3: Settlement of records

* Case 1: Having papers proving Vietnamese nationality:

Within 05 working days from the day on which the application is accepted, the Department of Justice shall examine the dossier, directly search it or send a written request to the Ministry of Justice to look up Vietnamese nationality.

Within 10 working days, the Ministry of Justice shall conduct a search and reply in writing to the Department of Justice. If there is doubt about the authenticity of documents proving Vietnamese nationality, the Department of Justice shall request the agency that has issued such papers to verify; within 10 days after receiving a written request from the Department of Justice, the agency that has issued that document shall verify and send a written reply to the Department of Justice.

Within 5 working days from the date of receipt of the search and verification results, if there are enough grounds to determine the Vietnamese nationality and the person is not on the list of persons entitled to renunciation of their nationality or deprived of their nationality, naturalization, the decision to naturalize Vietnam has been annulled, the Department of Justice shall record it in the Certificate of Vietnamese nationality issuance; the head of the agency shall sign and issue a certificate of Vietnamese nationality according to the prescribed form to the requester.

If there is no basis for granting a certificate of Vietnamese nationality, the Department of Justice shall reply in writing to the requester.

* Case 2: There is no document to prove Vietnamese nationality, but there are papers as a basis for determining Vietnamese nationality according to the provisions of Clause 2, Article 28 of Decree No. 16/2020/ND-CP:

Within 05 working days from the day on which the application is accepted, the Department of Justice shall actively search or request the Ministry of Justice to look up Vietnamese nationality.

Within 10 working days, the Ministry of Justice shall conduct a search and reply in writing to the Department of Justice. At the same time, the Department of Justice shall send a written request to the police office of the same level to verify the identity of the requester; within 45 working days from the date of receipt of the request of the Department of Justice, the police authority shall verify and send a written reply to the Department of Justice.

Within 05 working days from the date of receipt of the search and verification results, the Department of Justice shall continue to proceed with the same settlement as in case 1.

Step 4: The applicant based on the appointment date on the receipt to receive the settlement result at the Department of Justice as follows:

+ 1st time: Receive the result of processing the dossier or receive the notification that the dossier has been transferred for verification at the relevant agencies.

+ 2nd time: Receive the result of handling the application or the rejection document.

IV. Dossier composition

* Case 1: Having papers proving Vietnamese nationality:

+ An application form for a certificate of Vietnamese nationality (form TP/QT-2020-TKXNCQTVN), enclosed with 02 4×6 photos taken less than 6 months;

+ A copy of the person’s identity document such as identity card, citizen identification, residence document, temporary residence card, travel document, international travel document or certification of travel personal identity with a photo issued by a competent authority;

+ A copy of a valid document proving Vietnamese nationality as prescribed in Article 11 of the Law on Vietnamese Nationality (which is one of the following papers: Birth certificate, in case the birth certificate does not clearly show Vietnamese nationality) If male, must be accompanied by papers proving the Vietnamese nationality of parents; ID card; Vietnamese passport; Decision on naturalization of Vietnam, Decision on returning Vietnamese nationality, Decision on publicity. adoption of a foreign child, a decision for a foreigner to adopt a Vietnamese child) or a similar document issued by a previous government, including a birth certificate in which no there is a nationality section or a nationality section is left blank but on it are the Vietnamese names of the requester and his or her parents;

+ Papers proving the place of residence are one of the following documents: household registration book, temporary residence book, permanent residence card, temporary residence card (if any), in case the above documents are not available, the place of residence The applicant’s residence is the place where he/she is currently living and has the certification of the ward, commune or township police of his/her residence in the locality.

* Case 2: There is no paper to prove Vietnamese nationality, but there are papers as a basis for determining Vietnamese nationality according to the provisions of Clause 2, Article 28 of Decree No. 16/2020/ND- CP :

+ An application form for a certificate of Vietnamese nationality (form TP/QT-2020-TKXNCQTVN), enclosed with 02 4×6 photos taken less than 6 months old;

+ A curriculum vitae enclosed with one of the papers used as a basis for determining Vietnamese nationality:

Copies of papers on nationality, civil status, household registration, identification or other papers issued by competent Vietnamese authorities to Vietnamese citizens over the period from 1945 to before July 1/ 2009, including Vietnamese nationality or information related to Vietnamese nationality and citizens.
Copies of papers on nationality, civil status, household registration, identification or other documents issued by the former regime in South Vietnam before April 30, 1975, or papers issued by the former government in Hanoi from from 1911 to 1956, including Vietnamese nationality or information related to Vietnamese nationality and citizens.

+ Papers proving the place of residence are one of the following documents: household registration book, temporary residence book, permanent residence card, temporary residence card (if any), in case the above documents are not available, the place of residence The involved party’s residence is the place where he/she is living and has the certification of the ward, commune or township police of his/her residence in the locality.

– Where the law stipulates that the documents to be submitted are copies, the petitioner for settlement of nationality matters may submit documents which are photocopies from the originals, certified copies from the originals or granted copies. from the original book. If submitting a photocopy from the original, the original must be submitted for comparison; the person receiving the dossier shall check, compare the copy with the original and sign for verification.

In case the application is sent via the postal system, the copy of the document must be certified from the original or issued from the original book; The application, declaration, and curriculum vitae must be authenticated with signatures as prescribed by law.

V. Settlement time

– 20 working days for cases with documents proving Vietnamese nationality.

– 55 working days in case there is no proof of Vietnamese nationality.

VI. Fee

100,000 VND/case

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09/12/202209/12/2022

PROCEDURES OF THE BUSINESS SUSPENSION

I. Definition of the business suspension

According to Article 41 Decree 01/2021/ND-CP: “Business suspension is the legal status during its business suspension as prescribed in Clause 1 Article 206 of the Law on enterprises”

II. Cases of the suspension

According to Article 206 Law on Enterprise 2020, enterprises shall suspense their business in case of:

– Enterprises cannot fully satisfy conditions in restricted business lines in accordance with law.

– The suspension based on company’s decision.

– The relevant authority request the suspension in accordance with. regulations of law on tax administration, environment and relevant laws.

III. Conditions for the suspension

The enterprise shall send the notification of business suspension registration to the Business Registration Office 03 working days before business suspension

The period of business suspension must not exceed over 01 years.

During the suspension period, businesses shall fully pay the unpaid tax, social insurance, health insurance, unemployed insurance and fulfill their duty in contract with clients, employees, unless enterprises, creditors, clients and employees have another agreement.

IV. Competent authority

The Business Registration Authority of the province where the enterprise or its branch/ representative office/ business location is located shall grant the business suspension certification.

V. Dossiers for business suspension registration (in case the suspension based on company’s decision)

According to Article 66 Decree 01/2021/ND-CP, the enterprise shall prepare following documents:

– The notification of business suspension;

– Decision and the copy of meeting minute of Board of the Board of Members of the multi-member limited liability company or partnerships, or of the General Meeting of Shareholders of the joint-stock company, or the resolution or decision of the owner of the single-member limited liability company on enterprise suspension.

VI. Procedures of the business suspension

Step 1: The enterprise shall send business suspension notification to The Business Registration Authority where the enterprise or its branch/ representative office/ business location is located at least 03 working days before the business suspension.

Step 2: After receiving the business registration documents, The Business Registration Authority shall give confirmation slip, examine the validity of received documents, and issue a business suspension certification at least 03 working days from the receipt of valid documents.

Step 3: The Business Registration Authority shall update the legal status of the enterprise, its branch/representative office, business location on National Registration Portal to the suspension status

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08/12/202209/12/2022

PROCEDURES OF ADJUST THE LOCATION OF THE PROJECT IN BUSINESS REGISTRATION CERTIFICATE

I. Dossiers for the adjustment

According to Article 47 Decree 31/2021/ND-CP, investors shall prepare 01 folder which comprises following documents:

– Documents request for the project adjustment;

– Report on investment project’s progress by the time of the adjustment;

– Decision of investors about investment project adjustment;

– Explanation of the investment projects adjustment;

– Certified copy of Investment Registration Certificate, Enterprise Registration Certificate;

– Certified copy of location renting contract;

– Certified copy of Land use rights certificate of the lessor or other valid documents.

II. Procedures for the adjustment

Procedures of adjust the location of the project in Enterprise Registration Certificate which is subject to approval of investment guidelines include:

Step 1: The investor submits 01 folder which includes documents mentioned above.

Step 2: Within 10 days from the receipt of valid documents, the investment registration authority shall adjust the Enterprise Registration Certificate.

III. Competent Authority

According to Article 39 Law on Investment 2020:

– The Management Board of industrial parks, export processing zones, hightech zones, economic zones adjust the Enterprise Registration Certificate of investment projects located therein.

– The Department of Planning and Investment adjusts the Enterprise Registration Certificate of investment projects located outside industrial parks, export processing zones, hightech zones, economic zones.

– Business Registration Authority where investors locate or plan to locate their operating offices to execute their investment project shall adjust the Enterprise Registration Certificate in following projects:

a) Any Investment project executed over multiple provinces;

b) Any Investment project executed inside and outside industrial parks, export processing zones, hightech zones and economic zones;

c) Any Investment project executed inside industrial parks, export processing zones, hightech zones and economic zones where the management board of projects is not established or does not have the authority.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to adjust the location of the project in Business registration certificate.

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08/12/202208/12/2022

PROCEDURES OF WORK PERMIT EXEMPTION FOR WORKERS WHO PERFORM INTERNAL TRANSFER WITHIN THE COMPANY

I. What are work permit exemption procedures?

In fact, work permit exemption procedures are procedures of certifying workers who are not eligible to have work permit

Foreign workers who are subjects prescribed in Decree 152/2020/ND-CP are in work permit exemption.

II. The scope of work permit exemption for employees who perform internal transfer within the company

According to Decree 152/2020/ND-CP, workers perform internal transfer within the company shall be in scope of 11 sectors listed in Vietnam’s Schedule of World Trade Organization Commitments, including: business services, communication services, construction services, contribution services, education services, environment services, finance services, health services, tourism services, entertainment services and transportation services.

The category of 11 sectors in Vietnam’s Schedule of World Trade Organization Commitments applied to foreign workers who are managers, chief executive officers, experts, technical workers is prescribed in Circular 35/2016/TT-BCT.

III. Procedures of of work permit exemption for employees who perform internal transfer within the company

Step 1: Submit the explanation of labor demand to The Ministry of Labour – Invalids and Social Affairs.

The validity period: 7 working days

Step 2: The Ministry of Labour – Invalids and Social Affairs shall have the authority to grant certification of exemption from work permit for foreign workers.

The validity period: 5 working days

IV. Dossiers in an application for certification of exemption from work permit for foreign workers.

a) Application forms for certification of work permit exemption of foreign workers according to Form No.09/PLI provided in Annex I Decree 152/2020/ND-CP

b) Medical Checkup as prescribed in Clause 2 Article 9 Decree 152/2020/ND-CP

c) A document on approval of the demand for foreign workers ;

d) A valid certified true copy of passport in accordance with Law

e) A certified true copy of the Business registration certificate;

f) A certified true copy of the Investment registration certificate;

g) Documents proving foreign workers’ eligibility to exemption of work permit

Documents specified above shall be original or certified copy, Foreign-language documents shall be consular legalized, translated into Vietnamese and be certified unless It is exempt from consular legalization under Treaties to which The Social Republic of Vietnam and foreign countries are parties or under the principle of reciprocity in accordance with law.

V. The validity period for a certification of work permit exemption

The validity period of a certification of exemption from work permit must not exceed 2 years.

In case of re-issued certification, its validity period must not exceed 2 years

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to work permit exemption.

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25/11/202225/11/2022

LABOR DISPATCH BUSINESS LINES OF FOREIGN BUSINESSES

I. Definition of labor dispatch sector

According to Article 52 The Labor Code 2019:

Labor dispatch is defined as an act in which an employee enters into an employment contract with a labor dispatch agency whereby an employee is assigned to work under management of another employer while maintaining a labor relationship with an employer with whom the employment contract was signed.

Labor dispatch is:

- A conditional sector
- Only be conducted by businesses which have Labor dispatch licenses
- Only apply to some particular types of work

Provisions of labor dispatch is stipulated in Section 5 Chapter III The Labor Code 2019 and Decree 145/2020/ND-CP.

II. Does the foreign investor have the ability to conduct labor dispatch activities in Vietnam?

According to Annex IV Decree 31/2021/ND-CP, Labor dispatch is a conditional sector thus investors have to consider the market access conditions applied to foreign investors which are stipulated in international treaties that Vietnam is a member. However, the labor dispatch sector is not currently stipulated in WTO, FIAs’ commitment. Therefore, foreign investors who are planning to conduct labor dispatch activities in Vietnam shall have the approval of The Ministry of Planning and Investment, The Ministry of Sector Management.

III. Conditions of conducting labor dispatch of foreign businesses

In order to conduct labor dispatch activities in Vietnam, the business shall have the approval of The Ministry of Planning and Investment, The Ministry of Sector Management and investment project which has been issued an Investment Registration Certificate (IRC). In addition, according to Article 12 Decree 145/2020/ND-CP, foreign businesses also have to fulfill following conditions:

– The foreign business is established under The Enterprise Law;

– The foreign business is issued The Labor dispatch license;

– The foreign business recruits, enters into contracts with employees before assigning them to work under management of another employer while maintaining labor relationships with an employer with whom the employment contract was signed;

– Conducting in the granted sector which is stipulated in Annex 2 Decree 145/2020/ND-CP.

IV. License for conducting labor dispatch

*Conditions for licensing

About the representative: the business’s representative conducts labor dispatch activities shall meet following conditions:

– Being the representative according to provisions stipulated in Enterprise Law;

– Having no Criminal record;

– Having directly worked as specialists or managers in labor dispatch or labor supply for 03 years (36 months) or more within 05 consecutive years before applying for license.

About the business: foreign business has made a deposit of 2.000.000.000 VND (two billion VND)

*Dossiers of application for a license

– The business’s written application for a license;

– The curriculum vitae of the legal representative or the judicial record card in the country of nationality;

– Documents proving the period of direct work as a specialist or a manager in labor dispatch of a business’s representative;

– Certificate of deposit for labor dispatch activities.

Note: The judicial record shall be issued no more than 06 months from the date of the application submission. The judicial record, Proving documents in foreign language shall be translated into Vietnamese, authenticated and consular legalized in accordance with law

*Cases in which license are not granted

– Fail to meet the licensing conditions;

– Use a fake license to conduct labor dispatch activities;

– Have a legal representative who used to be a representative of a business whose license has been revoked for the reasons specified at Points d, đ and e, Clause 1, Article 28 of this Decree for 05 consecutive years immediately before applying for a license for labor dispatch;

– Have a legal representative who used to be a representative of a business using a fake license.

V. Procedures of licensing

Step 1: The business shall submit an application for a license to the Department of Labor, War Invalids and Social Affairs where the enterprise’s headquarter is located to apply for a license.

Step 2: After considering valid documents, the Department of Labor, War Invalids and Social Affairs shall issue a receipt clearly stating the date, month and year of receipt of the application for a permit

Step 3: Within 20 working days from the date of receipt of the secured application as prescribed, the Department of Labor, War Invalids and Social Affairs shall verify and submit it to the Chairman of the provincial People’s Committee for issuance of a license to the enterprise.

In case the dossier is not secure as prescribed, within 10 working days from the date of receiving the dossier, the Department of Labor, War Invalids and Social Affairs shall send a written request to the business to complete the dossier.

Step 4: Within 07 working days from the date of receiving the dossier submitted by the Department of Labor – Invalids and Social Affairs, the Chairman of the provincial People’s Committee shall consider and grant the license to the business; in case the license is not granted, the business shall be receipt documents stating the reason for not granting the license.

*Competent authority for licensing

The Chairman of the People’s Committee of the province where the business’s headquarter is located has the authority to grant, extend, re-issue and revoke license for businesses.

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24/11/202224/11/2022

THE PROCEDURE OF CONVERSION OF MULTI-MEMBER LIMITED LIABILITY COMPANY TO ONE MEMBER LIMITED LIABILITY COMPANY

I. Cases of conversion

Cases in which the multi-member LLC shall convert to one member LLC includes:

One member is transferred all stakes of other members in multi-member LLC.

A person or an organization which is not a member of multi-member LLC is transferred 100% stakes of other members in multi-member LLC.

II. Dossiers of conversion

According to Article 24, Article 26 Decree 01/2021, dossiers of conversion of multi-member LLC to one member LLC includes:

1. The enterprise registration application;

2. The company’s charter;

3. Copies of the following legal documents:

a) Identity Card/Passport for the legal representative of the company;

b) Identity Card/Passport if the owner of the company is a person; Certification of business registration if the owner of the company is a organization (except for the case the company’s owner is the government); Identity Card/Passport for the authorized legal representative of the company and the document designating the authorized representative.

*If the owner is foreign organization, the copy of Establishment Decision/Business Registration Certification shall be legalized.

4. Conversion contract or documents which prove the completion of conversion in case of transferring stakes; Donation agreement in case of giving away stakes; Copies of application for probate of the heir in case of inheritance; Acquisition contract, consolidation contract in case of acquire, consolidate company;

5. The resolution, decision and copy of meeting minutes of Board of members about the conversion to one member LLC;

6. Approval documents of Investment registration authority in case the capital contribution registration, shares buying, stakes buying, shall be carried out according to Investment Law provisions.

III. Procedures

Step 1: Board of members has a meeting and makes a decision of conversion of the enterprise.

Step 2: Prepare dossiers as prescribed in law for the conversion to one member LLC.

Step 3: Submit documents directly at Business Registration Office – Department of Planning and Investment of district/city where enterprise’s headquarter is located or submit online on National Enterprise Registration Portal (https://dangkykinhdoanh.gov.vn).

Step 4: The business shall post the notification as prescribed in law provisions.

Duration for documents preparation and notification posting:

Conversion of types of business shall be submitted at the Business Registration Office – Department of Planning and Investment of district/city. Within 03 working days from the date of the receipt of valid conversion documents, the Business Registration Office shall issue a new Business Registration Certification.

Duration for notification posting is 30 days from the date the business is issued One member LLC Registration Certification.

IV. Fees

According to Circulars 47/2019/TT-BTC, fees to convert types of business is 50.000 VND per time in case of direct submission and 100.000 VND per time in case of online submission.

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21/11/202221/11/2022

THE PROCEDURES OF DISSOLUTION OF FOREIGN-INVESTED ENTERPRISES

I. Cases of dissolution of foreign-invested enterprises

Enterprises shall be dissolved in the following cases:

– The operating periods specified in the company’s charter expires without an extension decision;

– The enterprise is dissolved under a resolution or decision of the Board of Members and the owner (for limited liability companies) or the General Meeting of Shareholders (for joint stock companies);

– The enterprise fails to maintain the adequate number of members for 06 consecutive months without converting into another type of business

– The Certificate of Business registration is revoked (as prescribed in Article 212 Law on Enterprise 2020), unless otherwise prescribed by the Law on Tax administration.

II. Conditions for dissolution of foreign-invested enterprises

An enterprise may only be dissolved after:

– All of its debts and liabilities are fully paid and it is not involved in any dispute at the court or arbitration

– In case of revoking The Certificate of Business registration, relevant executives and the enterprise are jointly responsible for the enterprise’s debts.

III. The procedures of dissolution of foreign-invested enterprises

According to Article 207, 208 Law on Enterprise 2020 and Article 70 Decree No. 01/2021/ND-CP dated January 04 2021 on enterprise registration, procedures of dissolution of foreign-invested enterprises.

Step 1: Terminate the investment project

The business shall submit the termination of the investment project decision (including Certificate of Investment registration) to the Investment Registration Office within 15 days from the date which the decision occurs. The expected time to complete the termination of the investment project is 15 days from the submission of valid documents.

Step 2: Rarify the resolution, decision of dissolution of foreign-invested enterprises.

The resolution, decision shall contain the following information:

– The enterprise’s name and headquarters address;

– Reasons for dissolution;

– Time limit and procedures for finalization of contracts and payment of the enterprise’s debts;

– Plan for settlement of obligations under employment contracts;

– Full name and signature of the owner of the sole proprietorship, the company’s owner, the President of the Board of Members, the President of the Board of Directors;

Step 3: Notify the dissolution of the enterprise to The Business Registration authority where the enterprise’s headquarter is located

Within 07 days from the ratification date, the notification of enterprise’s dissolution which includes the following documents shall be sent to the Business Registration authority:

– The notification of enterprise’s dissolution;

– The resolution or decision on dissolution and the minutes of the meeting of the Board of Members, the Board of Directors or the owner about the dissolution of the enterprise;

– The debt payment plan (if any);

– The copy of certificate of investment registration, certificate of business registration or equivalent documents.

*The Business Registration authority shall upload documents stipulated in Clause 1 Article 70 Decree 01/2021/ND-CP and notify the business status which are in the dissolution procedures on National Enterprise Registration Portal

Step 4: The owner of the Board of Members or the owner, the Board of Directors directly organizes the liquidation of the enterprise’s assets, debts shall be paid in the order of priority;

Step 5: Carry out tax finalization and close Tax Identification Number

The business submits documents to Tax authority (including Certified Copy of Certificate of business registration and Certification of tax registration) to finalize tax and close Tax Identification Number

Step 6: Carry out dissolution registration to The Business Registration authority where the enterprise’s headquarter is located

Within 05 working-day from the date the business’s debt is fully paid, the enterprise shall submit the enterprise dissolution application to The Business Registration authority, which includes:

– The notification of enterprise’s dissolution;

– The report on liquidation of the enterprise’s assets, list of creditors and paid debts, including tax debts and social insurance debts, health insurance, unemployment insurance for employees after the dissolution decision is issued (if any);

Step 7: The Business registration authority shall update the status of the enterprise in the National enterprise registration database.

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17/11/202217/11/2022

CASES OF VAT REFUND

No.	Case of VAT refund	Legal Basis
1	A business establishment that pays VAT using credit-invoice method may offset input VAT that remains after deduction in the month or the quarter against VAT incurred in the next period. Where a business establishment has registered to pay VAT using credit-invoice method has a new investment project which is still in its investment stage, VAT on goods/services purchased serving the investment has not been deducted, and the remaining tax is at least VND 300 million, VAT shall be refunded.	Clause 3 Article 1 Law No. 106/2016 amending and supplementing a number of articles of the Law on Value Added Tax, the Law on Special Consumption Tax and the Law on Tax Administration
2	In a month (in case of monthly declaration) or quarter (in case of quarterly declaration), if the input VAT on exported goods/services (including goods that are imported and subsequently exported to non-tariff areas and the goods that are imported and subsequently exported to other countries) of a business entity remains at least VND 300 million after being offset against, it shall be refunded by month or quarter. If such input VAT is less than VND 300 million, it shall be offset against in the next month/quarter. In case a business establishment has both exported goods/services and goods/services sold domestically and input VAT on exported goods/services that remains at least VND 300 million after being offset against tax payable, it shall be refunded. Input VAT on purchases used for manufacturing of exported goods/services shall be separately recorded. Otherwise, input VAT shall be determined according to the ratio of revenue from exported goods/services to total revenue from goods/services accrued from the tax period succeeding the period in which tax is refunded to the current period in which tax refund is claimed.	Clause 3 Article 1 Law No. 106/2016 Clause 3 Article 1 Decree No. 146/2017/NĐ-CP
3	Business establishments which pay value-added tax according to the tax credit method are entitled to value-added tax refund if upon ownership transformation, enterprise transformation, merger, consolidation, separation, split, dissolution, bankruptcy or operation termination, they have an overpaid value-added tax amount or have some input value-added tax amount not yet fully credited.	Clause 3 Article 13 Value added tax Law
4	Business establishments that have registered for business and value-added tax payment according to the tax credit method (including newly established business establishments from investment projects), have new investment projects (including investment projects divided into several investment phases or investment categories) according to regulations of the Law on Investment in areas of the same or different provinces and cities where their headquarters are located (except for cases prescribed in Point c of this Clause, investment projects on construction of houses for sale, and investment projects that do not create fixed assets) that are in the investment phase or projects on prospection and projects to search, prospect, and develop oil and gas fields that are in the investment phase, and have the input value-added tax of goods and services incurred during the cumulative investment phase that have not been fully deducted from at least 300 million VND, shall be eligible for the value-added tax refund.	Decree No. 209/213/NĐ-CP

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11/11/202211/11/2022

THE DIFFERENCES BETWEEN NOTARIZATION AND AUTHENTICATION

I. What is Notarization?

Pursuant to clause 1 Article 2 Law on Notarization 2014, Notarization is verifying in the form of a written certification by a notary of a notarial practice organization related to the authenticity and lawfulness of a contract or another civil transaction (below referred to as contract or transaction) or of the accuracy, lawfulness and conformity with social ethics of the Vietnamese or foreign-language translation of a paper or document (below referred to as translation) of which is prescribed by law or voluntarily requested by an individual or organization to be notarized.

II. What is Authentication?

Pursuant to Article 2 of the Government Decree no. 23/2015/ND-CP, there are three (03) types of authentication:

(1) Authentication of copies of originals: competent agencies shall certify copies of the originals as true based on the originals.

(2) Authentication of signatures: competent agencies shall authenticate signatures on papers, documents as signatures of the person concerned

(3) Authentication of contracts and transactions: competent agencies shall authenticate time and venue where the contracts are executed; civil capacity, willingness, signatures or append fingerprints of contracting parties.

III. The differences between Notarization and Authentication

	Notarization	Authentication
Legal Regulation	Law on Notarization 2014	The Government Decree no. 23/2015/ND-CP
Authority	Notaries appointed by the Minister of Justice to conduct notarial practice (Clause 2 Article 2 Law on Notarization 2014)	Justice Office of provincial-affiliated districts and cities, People’s Committees of Communes, Diplomatic missions, consulate representative agencies and other agencies authorized to act as consuls in foreign countries; Notaries (Article 5 The Government Decree no. 23/2015/ND-CP
Nature	Verifying of the authenticity and lawfulness of a contract or other civil transaction. Therefore, a notary is responsible for the authenticity and lawfulness of those contracts and transactions.	Authenticate of signatures, documents, and events of their accuracy and reality of the documents. Authenticating persons shall not bear the responsibility for those document’s lawfulness.
Legal value	Higher legal value: Notarized contracts and transactions may be used as evidence; details and circumstances of notarized contracts or transactions are not required to be proven, unless such contracts or transactions are declared to be invalid by courts. 4. Notarized translations are valid for use as their translated papers or documents. (Clause 3, 4 Article 5 Law on Notarization 2014).	Lower legal value: 1. Copies certified as true from originals under this Decree have legal value when being used as substitutes for originals in transactions except otherwise prescribed by the law; 2. Authenticated signatures under this Decree have legal value in determining signer and his/her liabilities for the paper, document signed. 3. Authenticated contract under this Decree has legal value in serving as evidence of the time and venue where the contract is executed; civil capacity, willingness, signatures or append fingerprints of contracting parties. (clause 2,3,4 Article 4 Government Decree no. 23/2015/ND-CP

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10/11/202210/11/2022

NOTES ON TAXES WHEN IMPORTING LARGE DISPLACEMENT MOTORCYCLES

No.	Contents	Legal Basic
1	Import tax: 75%	Decree 122/2016/ND-CP
2	Special Consumption Tax: Two-wheeled motorcycles, three-wheeled motorcycles with a cylinder capacity of more than 125 cm3: 20%	Article 7 Law on Special Consumption Tax Amended in 2016
3	Value Added Tax: 10%	Value Added Tax Law 2008
4	Automatic import license: REMOVE this regulation. "Traders importing large displacement motorcycles of 175cm3 or more do not have to register for automatic import license at the Ministry of Industry and Trade, just need to carry out import procedures at the customs office according to current regulations".	Circular No. 27/2018 of the Ministry of Industry and Trade

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04/11/202204/11/2022

THE PROCEDURE FOR EXTENSION OF LICENSE FOR ESTABLISHMENT OF REPRESENTATIVE OFFICE

I. Conditions for extension of license for establishment of representative office

Subject: Foreign traders who have been granted licenses for establishment of representative office.

Implementation time: at least 30 days prior to the expiration of the license.

Exception: Foreign traders prescribed in Article 44.

II. Competence to extend License for establishment of representative office

The Department of Industry and Trade of the province where the representative office is expected to be located outside industrial parks, export-processing zones, economic zones or hi-tech zones.

Management Boards of industrial parks, export-processing zones, economic zones or hi-tech zones (hereinafter referred to as Management Boards) shall extend the Licenses for establishment of the representative office which located in industrial parks, export-processing zones, economic zones or hi-tech zones.

*Note:

In case the establishment of representative office in fields prescribed by specialized legislative documents, the competence to extend licenses for establishment of representative office shall comply with provisions in those documents.

III. Application for extension of License for establishment of representative office

The application shall include:

- An application form for extension of the Licenses for Establishment of the representative office using the form promulgated by the Ministry of Industry and signed by a competent representative of the foreign trader;
- Notarized copies of the Certificate of Business registration or equivalent documents of the foreign trader (shall be translated into Vietnamese and certified or legalized by overseas diplomatic missions or Consulates of Vietnam in accordance with laws of Vietnam);
- Notarized copies of audited financial statements or certificates of fulfillment of tax liabilities or financial obligations of the last fiscal year or equivalent documents (shall be translated into Vietnamese and certified true in accordance with laws of Vietnam);
- Copies of the existing Licenses for Establishment of the representative office.

IV. Procedures for extension of the License for establishment of representative office

Step 1: At least 30 days prior to the expiration of the license, foreign traders shall apply for extension of the Licenses for Establishment of the representative office directly or by post or online (where applicable).

Step 2: Within 03 working days from the date of receipt of the application, the licensing agency shall examine such application and request the applicant to complete the application (if the application is incomplete) . The request for supplementation to the application shall be made only once during the processing of the application.

Step 3: Within 05 working days from the date of receipt of the valid application, the licensing agency shall grant an extension of the Licenses or establishment of the representative office to the applicant. In case of rejection, the licensing agency shall send the applicant a written notice in which reasons for rejections shall be specified.

Step 4: In case the extension of the Licenses for establishment of the representative office is not prescribed by specialized legislative document

- The licensing agency shall submit a written request for directions to the relevant Ministry within 03 working days from the date of receipt of the valid application
- Within 05 working days from the date of receipt of the request for directions from the licensing agency, the relevant Ministry shall submit the licensing agency a written notification of whether they approve for the application for extension of the Licenses for Establishment of the representative office
- Within 05 working days from the date of receipt of the notification from the relevant Ministry , the licensing agency shall send the applicant a written notice of whether the extension is granted or not. In case of rejection, the licensing agency shall send the applicant a written notice in which reasons for rejections shall be specified.

V. Fee of the extension of License for establishment of representative office

According to Circular 143/2016/TT-BTC, the extension fee is 1.500.000 VND/per license.

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02/11/202202/11/2022

ISSUANCE OF RETAIL LICENSE

I. Conditions for establishment of the first retail store or a retail store other than the first retail store not required to conduct an ENT

– Having a financial plan in order to establish the retail store;

– Not having any overdue tax debts if the applicant has been established in Vietnam for one (1) or more years;

– The location for establishing the retail store complies with the relevant planning in the geographical market area.

II. Authority to issue a retail store license

Pursuant to clause 2 Article 8 of the Decree 09/2018/ND-CP, The Department of Industry and Trade (DOIT) in the locality where economic organizations have foreign investment has its retail store shall have the authority to issue a retail store license after obtaining the written approval of the Ministry of Industry and Trade (MOIT).

III. Subject of a retail store license

Retail store licenses are issued to economic enterprises with foreign owned capital which have obtained a business licencs and retail store location data.

IV. Application file for issuance of a retail store license

1. Application for issuance of a retail store licence
2. Explanatory document containing:

– Location for establishing the retail store: address of the store; description of the general [common] area, related areas and areas to be used for establishing the store; and an explanation on satisfaction of the conditions for establishment of a retail store, enclosing the retail store location data;

– Business plan on trading by the retail store: presentation of the business plan and market development; the labour demand; and an assessment of the impact and socio-economic efficiency of the business plan;

– Financial plan for establishment of the retail store: business operational results on the basis of the audited financial statements for the most recent year if the applicant has been established in Vietnam for one (1) year or more; and an explanation of capital, capital sources and methods for mobilizing capital, enclosing financial data.

1. The documents from the Tax department proving that there are no overdue tax debts.
2. Notarized copies of the audited report of the most recent year in case it has been established in Vietnam for 1 year or more or notarized copies of the confirmation of capital contribution in case it is established in Vietnam under 01 year.
3. A notarized copy of the certificate of land use right at the location of the retail establishment
4. Notarized copies of the ERC, Notarized copy of IRC, Notarized copies of the Business license;

V. Sequence for issuance of the first retail store and for a second or further retail store if it is not necessary to conduct an ENT

Step 1. Lodging of the application file (2 sets) to DOIT (directly or via post or internet).

Step 2. Within three (3) working days after receipt of an application file, the DOIT shall check the file and request amendments if the file is incomplete or invalid.

Step 3. within ten (10) working days after receipt of a complete and valid application file, the DOIT shall check compliance with the conditions for establishment of a retail store.

– If the conditions are not satisfied, the licensing agency shall provide a written response setting out the reasons;

– If the conditions are satisfied, the licensing agency shall send the file requesting an opinion from MOIT.

Step 4. Within seven (7) working days after receiving the application file, MOIT shall provide written consent to issuance of the retail store license; and in the case of refusal to provide consent, shall provide a written response setting out its reasons.

Step 5. The DOIT shall issue the retail store license within three (3) working days after receipt of written consent from MOIT; but if MOIT refuses to provide consent, then the licensing agency shall in turn provide a written response [to the applicant] setting out the reasons.

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28/10/202228/10/2022

PROTECTION OF SOUND TRADEMARK

Sound trademark has been acknowledged and protected by law in many developed countries such as the United States, Japan, the EU, v.v. Under intellectual property law of these countries, detailed guidelines and regulations are set out

According to WIPO, a sound trademark may include: sounds that are music, which may be pre-existing, or newly composed for trademark purposes, or sounds that are not music existing in nature or sounds produced by man-made devices, machines or means.

In the US, registrable sound trademarks must be distinctive, arbitrary, unique and can create an impression on the customers of the trade source of the goods or services in relation to which it is used. Sound marks in EU are defined as a trade mark consisting exclusively of a sound or combination of sounds.

As Vietnam is integrating in the global trend, The office of the National Assembly has approved of the protection of sound marks as trademarks in the latest amendments of Intellectual Property Law on 16/06/2022. This is an important milestone for more future detailed regulations and development relating to intellectual property protection in Vietnam.

I. Criteria for registration

Provided for in Article 72 of the amended Intellectual property law, criteria for registrable sound trademarks include:

(1) be represented graphically

(2) has distinctive character that differentiate the mark owners’ goods and services from others

Regarding the mark sample in the application form, pursuant to the amendment to Article 105 of Intellectual Property Law, in case of a sound mark, the mark sample must be submitted as an audio file and an accurate graphic representation of the sound.

II. Sound not protected as marks

Aside from the sound not satisfying the registration criteria, as set out in the amendment to clause 1 Article 73 of Intellectual Property Law, sounds that are identical or confusingly similar to Vietnam’s national anthem or that of other countries or international anthem shall not be protected.

III. Effectiveness

Provided for in clause 2 Article 3 of Law amending and supplementing a number of articles of the Intellectual Property law 2022, provisions relating to the protection of sound trademark shall be effective as from 14 January 2023.

IV. Legal complications

Apparently, despite having taken a step to recognize the protection of sound trademark, which is revolutionary, Vietnamese regulations regarding this matter are still ambiguous and lacking. As a result, many legal complications may arise, namely, possible copyright infringement or complications in the registration proceeding due to sound trademarks’ unique and complicated nature.

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26/10/202226/10/2022

RECOGNITION AND ENFORCEMENT OF FOREIGN JUDGMENTS AND DECISIONS ON DIVORCE IN VIETNAM

I. Jurisdiction

Pursuant to point 9 Article 29, point d clause 2 Article 39 and point b clause 1 Article 37 Code of Civil Procedure 2015, petitions for recognition and enforcement of foreign judgments or foreign decisions on divorce rendered outside of Vietnam shall fall under People’s Courts of provinces of the areas where the persons who are obliged to execute foreign courts judgments or decisions reside or work.

II. Prescriptive periods for filing applications for recognition and enforcement

The prescriptive periods for filing applications for recognition and enforcement as set forth in Article 432 Code of Civil Procedure 2015 is 03 years from the day on which the civil judgment/decision of a foreign Court takes legal effect.

III. Proceeding of recognition and enforcement

Step 1: Submit the documents to the Ministry of Justice (within the prescriptive periods mentioned above)

Step 2: The Ministry of Justice forwards the documents to the authorized Courts (05 working days)

Step 3: The Courts accept the dossier and work on the petition

Step 4: Preparation for consideration of applications (04 months from the
day on which the application was accepted). On a case-by-case basis, the Court shall issue one of the following decisions:

– To suspend the consideration of the application;

– To terminate the consideration of the application;

– To hold a meeting for considering the application.

Step 5: The Courts issue decision whether to refuse or recognize and enforce the foreign judgments and foreign decisions.

IV. Dossier for recognition and enforcement

The dossier for recognition and enforcement include an application and other documents enclosed thereof. Applications for recognition and enforcement pursuant to Article 433 of Code of Civil Procedure 2015 must contain the following principal details:

1. Full names and addresses of residence places or work places of the judgment creditors or their lawful representatives;

2. Full names and addresses of residence places or work places of the judgments debtors; in cases where the judgment debtors being individuals not having residence places or work places in Vietnam, their applications must also specify the addresses of the places at which the properties and assorted properties relating to the enforcement in Vietnam of foreign courts’ civil judgments/decisions exist;

3. Requests from judgment creditors; if foreign courts’ judgments/decisions have been partly enforced, the judgment creditors must clearly state the executed parts and the remaining parts requested for recognition and continued enforcement in Vietnam.

Applications in foreign languages must be accompanied by their Vietnamese versions which are duly notarized or authenticated.

The documents to be required to be enclosed with the application
with the following papers and documents:

1. Originals or certified copies of the judgment/decision issued by the foreign Court;

2. Documents made by the foreign Court or other competent foreign agencies certifying that such judgment/decision has taken legal effect, has not expired and should be enforced in Vietnam, except for when the details have already been clearly stated in the judgment/decision;

3. Documents made by the foreign Court or other competent foreign agencies certifying the lawful delivery of such judgment/decision to the judgment debtors who have to execute such judgments/decisions;

4. Documents made by the foreign Court or other competent foreign agencies certifying that they have been duly summoned are required in cases where the foreign Court rendered the judgment in the absence of the judgment debtors or their lawful representatives.

Documents enclosed with the application that are in foreign languages must be accompanied by their Vietnamese versions which are duly notarized or authenticated.

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21/10/202221/10/2022

THE SCOPE OF TRADEMARK PROTECTION IN THE CASE OF BLACK-AND-WHITE TRADEMARKS VS COLOURED TRADEMARKS

I. Trademark and colours

Trademark is an intellectual property protected by law. According to Article 72 Vietnam Intellectual Property Law 2005, amended and supplemented in 2009, 2019, a mark is protected when it satisfies two conditions:

(1) Being a visible sign in the form of letters, words, drawings or images, including holograms, or a combination thereof, represented in one or more colours;

(2) Being distinguishable.

Therefore, colour is one of the elements that define and contribute significantly to a trademark’s distinctiveness. The colours used in a mark, therefore, must be included in the Trademark Registration in order to be protected.

II. Scope of protection in the case of black-and-white trademarks and that of coloured trademarks

Black-and-white trademarks

The ground for trademark protection is the Certificate of Registered Mark. Thus, the scope of protection of a trademark will be determined by the sample of trademark enclosed in the Certificate of Registered Mark. In the case of black-and-white trademark, colours other than black and white would not be protected as part of a trademark.

However, it does not necessarily be implied that the mark owners are banned from using other colours in their black-and-white trademark. As stipulated in point 2 clause c Article 5 Paris Convention for the Protection of Industrial Property, the use of a trademark by the proprietor in a form differing in elements which do not alter the distinctive character of the mark in the form in which it was registered shall not entail invalidation of the registration nor diminish the protection granted to the mark. The owners are able to use other colours in their black-and-white trademark as they do not alter the distinctive character of the mark. Nonetheless, such use may lead to several possible legal problems relating to trademark protection namely, (i) violation of other proprietor’s trademark; (ii) in case other people using identical or confusingly similar trademark with different colours, those colours would not be deemed as violating elements.

Coloured Trademarks

In order for coloured trademarks to be protected, the mark owners must include the colours in their registration form. Then, the registered colours are included in the mark’s protection scope. Therefore, the scope of protection in this case is broader and more efficient in minimizing the risk of trademark infringement.

However, although the protection scope of a colored mark is broader than that of a black-and-white mark, when registering a colored mark, the colors in the Trademark Registration Certificate constitute the “distinguishing characteristic of the mark” provided for in Article 5 of the Paris Convention. Therefore, the owners will not have the flexibility to use other colors for their trademark as for black and white trademarks.

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19/10/202219/10/2022

PROCEDURES FOR ISSUANCE BUSINESS LICENSE

I. Cases requiring obtaining Business license

Pursuant to Clause 1 Article 5 of Decree 09/2018/ND-CP, foreign-invested business entities conducting the following activities are required to obtain a Business license:

– Perform the goods retail distribution right excluding rice; sugar, articles with recorded images; and books, newspapers and magazines;

– Perform the import right and the goods wholesale distribution right with oil and lubricants;

– Perform the retail distribution right with sugar, articles with recorded images; and books, newspapers and magazines;

– Provide logistics services excluding logistic services sub-sectors for which Vietnam has committed to open the market in international treaties of which Vietnam is a member;

– Goods leasing excluding financial leasing; except for the leasing of construction equipment which includes operators;

– Provide trade promotion services excluding advertising services;

– Provide trade intermediation services;

– Provide e-commerce services;

– Provide services of arranging tendering/bidding for goods and services.

For other activities which do not fall within the aforementioned cases, Clause 1 Article 6 Decree 09/2018/ND-CP, foreign-invested business entities, economic organizations specified in point b and c of Clause 1 Article 23 of the Investment Law are exempted from obtaining Business license. They are able to conduct goods trading and directly related activities prescribed in Clause 1 Article 3 of this Decree after registering such activities with relevant documents in accordance with the provisions of the Law on Investment and the Law on Enterprises.

II. Conditions for issuance of a Business license

Firstly, for foreign investors belong to a country or territory which is a member of an international treaty of which Vietnam is also a member and there is a commitment to open the market for goods trading and directly related activities, the Law sets out 03 conditions that must be complied with:

(a) Meet market access conditions prescribed in the international treaty of which Vietnam is a member;

(b) Having a financial plan in order to undertake the activities for which a business license is requested;

Secondly, for foreign investors not from a country or territory which is a member of an international treaty of which Vietnam is also a member or in a case where there is not yet a commitment to open the market for business services in international treaties of which Vietnam is a member apart from the 2 conditions:

(a) Having a financial plan in order to undertake the activities for which a business license is requested;

(b) Not having overdue tax debts in a case where it has been established in Vietnam for one year or more.

There are additional criteria must be met, namely:

– In accordance with the provisions of specialized branch law;
– In conformity with the competitive level of domestic enterprises in the same operation sector;
– Ability to create jobs for domestic workers;
– Ability to contribute and level of contribution to the State budget

Thirdly, In case of goods for which Vietnam has not committed to open its market in international treaties of which Vietnam is a member such as: oils and lubricants; oil and lubricants; rice; sugar, articles with recorded images; and books, newspapers and magazines, apart from satisfying the conditions set forth in previous paragraph, there are notable provisions:

– In the case of goods being oil and lubricants: Consideration shall be given to licensing Perform of the right to import and right of wholesale distribution to foreign-invested business entities which conducts one of the following activities:

+ Produces oil and lubricants in Vietnam;
+ Produces or is permitted to distribute in Vietnam machinery, equipment and goods using special type of oil and lubricants.

– In the case of goods being rice; sugar, articles with recorded images; and books, newspapers and magazines, consideration shall be given to licensing to Perform the retail distribution right to foreign-invested business entities which already has a retail store in the form of a supermarket, mini-supermarket or convenience store in order to conduct retail at such store.

III. Business licensing authority

The Department of Industry and Trade where the head office of the foreign capital economic organizations located shall be in charge of this.

IV. Procedures for issuance of a Business license

Step 1: Submit the documents to the Department of Industry and Trade where the head office of the foreign capital economic organizations located shall be in charge of this (directly with or sent in the post or sent via the internet).

Step 2: After receipt of the file, Department of Industry and Trade check that file and request amendment if the file is incomplete or invalid within 03 working days.

Step 3: Within ten (10) business days after receipt of a complete and valid application file, Department of Industry and Trade shall check the file’s compliance with the relevant conditions:

– In case the conditions are not satisfied, the licensing agency shall provide a written response setting out the reasons.

– In case the conditions are satisfied:

+ Department of Industry and Trade shall issue a business license to undertake the activities prescribed in point a Clause 1 Article 5 of this Decree;

+ With other activities undertaken prescribed in Article 5 Decree 09/2018, the Department of Industry and Trade shall send the file requesting an opinion from Ministry of Industry and Trade and the line ministry in accordance with the provisions the Decree.

Step 4: Within fifteen (15) days from the date of receiving the application file from Department of Industry and Trade, Ministry of Industry and Trade and the line ministry shall provide written consent (or refusal) to issuance of the business license to Department of Industry and Trade.

Step 5. Within 3 working days after receipt of the written consent (or refusal) to issuance of the business license from Ministry of Industry and Trade, Department of Industry and Trade shall issue /refuse to issue the Business license.

V. Application file for issuance of a Business license

1. Request for issuance of a business licence (on standard form);

2. Explanatory document containing:

a) Explanation on the conditions for issuance of the corresponding business license in accordance with Article 9 of this Decree;

b) Business plan: Description of the contents and method of conducting the business activities; presentation of the business plan and market development; the labour demand; and an assessment of the impact and socio-economic efficiency of the business plan;

c) Financial plan: business operation results on the basis of the audited financial statements for the most recent year if the applicant has been established in Vietnam for one year or more; and an explanation of capital, capital sources and methods for mobilizing capital, enclosing financial documents;

d) Current business status of goods trading and directly related activities; financial status of the foreign-invested business entities up until the time of the request for the business license in the case of the business license prescribed in Clause 6 Article 5 of Decree 09/2018/ND-CP.

3. Document from the tax office stating that there are no overdue tax debts;

4. Copies of the enterprise registration certificate [ERC] and of the investment registration certificate [IRC] (if applicable) for the project of goods trading and directly related activities.

VI. Time scale of application process.

15 – 35 working days after the Department of Industry and Trade receive a complete and valid application file. The time scale can vary according to different cases.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to applying for Business license.

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

14/10/202214/10/2022

PROCEDURES FOR ESTABLISHMENT OF A 100% FOREIGN CAPITAL COMPANY PRODUCING CASHEWS FOR EXPORT

I. Legal basis

1. Investment Law 2020
2. Enterprise Law 2020
3. Decree no. 15/2018/ND-CP on food safety law
4. Circular no. 38/2018/TT-BNNPTNT
5. Circular no. 52/2015/TT-BYT.
6. Decree no. 136/2020/ND-CP detailing the Law on Fire Prevention and Fighting

II. Content

1. Investment Registration Certificate (IRC)

Pursuant to Investment Law 2020 and Enterprise Law 2020, foreign investors are allowed to establish 100% foreign owned companies for cashews production.

Estimated time to be granted an IRC: within 15-20 working days from the date of receiving valid dossiers.

1. Enterprise Registration Certificate (ERC)

“Certificate of business registration is a document recording business registration information that the Business Registration Office issues to an enterprise”.

Estimated time to be granted ERC: within 05 – 07 working days from the date of receiving valid dossier

1. Food Safety Eligibility Certificate

Cashews are under the management of the Ministry of Agriculture and Rural Development. Therefore, the dossier includes:

- - An application form for Food Safety Eligibility Certificate
  - Interpretation of requirements for compliance with food safety regulations of the applicant business.

Estimated time to be granted a Food Safety Eligibility Certificate: within 30 working days from the date of receiving valid dossiers

1. Product testing

Prepare product samples and then set testing criteria according to legal regulations.

Testing products at centers recognized by the Ministry of Health (at establishments designated for testing for state management of food safety).

Product testing time is from 05 – 07 working days from the date of receipt of complete and valid documents.

1. Product quality publication

The dossier includes:

Enterprise Registration Certificate
Food Safety Eligibility Certificate
Product testing result
1. Medical Certificate (HC)

Certification Authority: Food Safety Department – Ministry of Health

The dossier includes:

- - Application form for a medical certificate
  - The test results of each item in the export consignment include the criteria as required by the respective technical regulations (for products with which technical regulations are available) or the main quality criteria, the safety according to regulations (for products without technical regulations), information on item name, batch number, production date, expiry date as specified by a testing laboratory designated by a competent state agency or accredited independent testing laboratory
  - Product label
  - Enterprise Registration Certificate
  - Food Safety Eligibility Certificate

Estimated time to be granted a Medical Certificate: 05 – 07 working days from the date of receipt of complete and valid dossier.

1. Certificate of Free Sale (CFS)

The dossier includes:

- - Written request for issuance of CFS
  - Investment certificate or business registration certificate, business registration certificate
  - A list of production facilities (if any), including the name and address of the establishment, and products manufactured for export
  - The published standard applies to products and goods accompanied by the expression (on goods labels or on goods packages or documents attached to products and goods).

Estimated time to be granted the Certificate of Free Sale: 03 – 05 working days from the date of receiving valid dossiers.

1. Certificate of assurance of fire prevention and fighting conditions (if applicable)

Currently, there are many accidents caused by fire and explosion, because the production facilities do not ensure the conditions for fire prevention and fighting. Therefore, Decree 136/2020/ND-CP stipulating fire prevention and fighting conditions will depend on the size of the manufacturing plant.

Estimated time to be issued the certificate of fire prevention and fighting by the ward police: 7 working days from the date of receiving valid dossiers

Barcode registration

Barcode registration file:

- - Registration form for using MSMV
  - Product catalog registration table using GTIN

Certified copy of Business License

Estimated time:

- - 10 days to get the code
  - 30 days to issue the Certificate of Right to Use Barcodes

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Procedures for establishment of a company producing cashews for export.

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

08/09/202209/09/2022

JAPANESE VISA (TOURISM, FAMILY VISIT)

Japan is often chosen as a tourist destination with beautiful natural scenery along with unique culture. To come to Japan for the purpose of tourism or to visit relatives, you must first obtain a tourist visa or visit relatives of Japan. Please refer to the following information about the procedure as well as the required documents with HT.

I. Required documents for visiting relatives visa of Japan

* Documents of personal information

1. Passport;
2. ID Photograph (Photo taken within 6 months, size 4.5cm x 4.5cm);
3. Identity Card;
4. Visa application form;

* Proof of finances

1. Certificate of bank account in the visa applicant’s name, income certificate issued by the competent authority (if you pay for the trip by yourself);
2. Tax payment certificate, tax declaration, income certificate, a photocopy of the bank passbook clearly stating the account usage history within the last 6 months (if you have a financial guarantor in Japan);

* Proof of visiting relatives

1. Evidence of the applicant’s relationship to the intended visitor (Birth certificate, marriage certificate, exchanged correspondence, e-mails, photos);
2. Invitation letter from the person the applicant intends to visit;
3. Itinerary during stay in Japan;

* Documents related to the guarantor

1. Residence certificate (record of all household items);
2. Letter of Guarantee;
3. List of Visa Applicants.

II. Required documents for Japan tourism visa

* Documents of personal information

1. Passport;
2. ID Photograph (Photo taken within 6 months, size 4.5cm x 4.5cm);
3. Identity Card;
4. Visa application form;

* Proof of finances

1. Salary bank account statement;
2. Credit card statement showing current balance;
3. Proof of income from real estate rental business, shares or other investment sources;

* Proof of employment

1. Labor contract;
2. Application for leave;
3. Social insurance book (if any);
4. Business registration certificate, tax receipt or tax declaration (for businessmen and company directors);

* Proof of travel

1. Itinerary during stay in Japan.

III. Settlement time

In principle, the results of visa approval will be notified after 15 working days from the next day of receiving the visa application.

IV. Procedures

Step 1: Plan your trip and prepare required documents

Step 2. Apply at the Japanese Embassy

V. Fees

Consular fee: – 640,000 VND (one-time entry)

– 1,280,000 VND (multiple entries)

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Japan Visa (Tourism, Family visit).

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

08/09/202208/09/2022

JAPANESE BUSINESS VISA

I. What is Japan Visa?

A Japanese visa, is a “passport” issued by the Government of Japan to foreigners, allowing foreigners to enter Japan for a certain period of time with particular purpose.

If divided by the purpose of the trip, the Japanese visa includes the following common types:

– Visa to visit relatives

– Tourism Visa

– Transit Visa (Transit)

– Business Visa

– Student Visa

– Medical Visa

When coming to Japan for business, commercial purposes, attending conferences and seminars, you need a commercial visa (Business visa).

II. Required documents for a business visa

* Documents of personal information

1. Passport;
2. ID Photograph (Photo taken within 6 months, size 4.5cm x 4.5cm);
3. Identity Card;
4. Visa application form;

* Proof of employment

1. Business registration certificate, investment license, representative office establishment license, etc. where the visa applicant is working;
2. Labor contract;

* Documents proving the relationship between the inviting company and the invitee’s company

1. Public documents that introduce the relationship of companies in the same group;
2. Documents proving the commercial relationship between companies;
3. Invitation letter to visa applicants (for cases where there is no commercial relationship);
4. Brief introduction document about the Japanese receiving agency;
5. Invitation letter;
6. Guarantee letter and List of visa applicants (from 2 people or more) of the receiving place on the Japanese side;
7. Schedule of stay;

These are the types of documents that are required to provide when applying for a Japan business visa, you need to prepare fully to achieve the desired results.

III. Settlement time

In principle, the results of visa approval will be notified after 15 working days from the next day of receiving the visa application.

IV. Procedures

Step 1: Plan your trip and prepare required documents

Step 2. Apply at the Japanese Embassy

V. Fees

Consular fee: – 640,000 VND (one-time entry)

– 1,280,000 VND (multiple entries)

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Japan Business Visa.

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

06/09/202206/09/2022

ENTERPRISE SHOULD CHOOSE DISSOLUTION OR BANKRUPTCY

I. Legal basis

Enterprise Law 2020
Bankruptcy Law 2014

II. Differences between dissolution and bankruptcy

Similarity:

_ First, the enterprise terminates its operation after dissolution or bankruptcy.

_ Second, the seal and certificate of business registration shall be revoked.

_ Third, enterprise must fulfill property obligations and pay debts when carrying out procedures for dissolution or bankruptcy.

Difference:

Criteria	Dissolution	Bankruptcy
Definition	Dissolution of an enterprise is the termination of the existence of an enterprise according to the will of the enterprise or of a competent authority. Law on Enterprises governing dissolution	Bankruptcy is the state of an enterprise that is insolvent and declared bankrupt by the people's court. Bankruptcy Law governing bankruptcy
Features	_ Cases of enterprises being dissolved: a) The expiry of operation term stated in the company's charter without a decision on extension; b) According to resolutions and decisions of the business owner, for private enterprises, of the Members' Council, for partnerships, of the Members' Council, of the company owner, for limited liability companies; , of the General Meeting of Shareholders, for joint-stock companies; c) The company no longer meets the minimum number of members as prescribed in this Law for 06 consecutive months without carrying out procedures for transformation of enterprise type; d) The certificate of enterprise registration is revoked, unless otherwise provided for by the Law on Tax Administration. _The condition for an enterprise to be dissolved is to fulfill all financial and debt obligations that the enterprise has established with third parties. _ The dissolution of a business will result in the termination of the company's legal status. _ Business owners and managers are not restricted or prohibited from holding the position of running the business or performing a number of business activities.	_ Insolvency means the enterprise fails to fulfill its debt payment obligation within 03 months from the due date of payment. _ In the process of resolving the bankruptcy case, creditors cannot separate themselves to collect their own debts, but they must all be gathered into a single legal entity, called the creditors' meeting. _ Bankruptcy is not only for debt collection purposes, but also focuses on helping debtors to recover business operations.
Right holder for application	Business owner, members' council, company owner, general meeting of shareholders, all general partners.	_ Unsecured creditors, partially secured creditors; _ Employees, grassroots trade unions, and direct superior trade unions in places where grassroots trade unions have not yet been established; _ The legal representative of the enterprise, the owner of the private enterprise, the Chairman of the Board of Directors of a joint-stock company, the Chairman of the Members' Council of a limited liability company with two or more members, the owner of the company One-member limited liability company, general partner of a partnership company; _ Shareholder or group of shareholders meeting the statutory conditions.
Place of application	Department of Planning and Investment	Court
Restrictions for business managers after termination of operation	No retriction	The person holding the managerial position of the enterprise declared bankrupt may be considered and decided by a judge not to have the right to establish an enterprise or a cooperative or to act as an enterprise manager.
Procedures	_ Approve the decision to dissolve the enterprise; _ Organize the liquidation of assets; _ Send the decision on dissolution of the enterprise to relevant agencies and organizations; _ Notify business status; _ Pay debts of the enterprise; _ Send the dissolution request to the business registration agency.	_ File and receive the petition to open bankruptcy proceedings; _ Negotiate to withdraw the petition to open bankruptcy proceedings; _ Accept the petition to open bankruptcy proceedings due to unsuccessful negotiation; _ Decide to open bankruptcy proceedings when there are grounds to open; _ Organize the creditors' meeting; _ The court declares the company bankrupt; _ Execute the court's decision declaring bankruptcy.

Note:

For companies with foreign investment. Before dissolving the company, investors need to carry out procedures for termination of investment projects.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Termination of business activities of the enterprise.

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

22/08/202222/08/2022

CANADA VISA (TOURISM, FAMILY VISIT)

For the purpose of tourism or visiting relatives in Canada, you need to have a tourist visa or a visitor visa to Canada. Join HT to learn about the application as well as the fees when applying for the two types of visa above.

I. Required documents for Canada Business Visa

* Personal Information

Passport;
ID Photograph (Canada visa application photo 3.5*4.5cm);
Birth Certificate;
Identity Card;
Household Registration Book;
Certificate of marriage (if any);
Canada visa application form;
Detailed declaration of identity;
Authorization letter;
VFS Consent Form;

* Proof of finance

Certificate of bank account balance;
Bank account statement;
Savings book (if any);
Statement of company account (if the company sponsors the entire trip);

* Proof of employment

Labor contract;
Social insurance book (if any);
Business registration certificate and Tax receipt or tax declaration (for businessmen and company directors);

For Tourism visa	For Visting relatives visa
* Proof of travel 18. The trip's schedule; 19. Flight information (if any); 20. Hotel reservation (if any); 21. Confirm registration for the event (if any).	* Proof of relative’ relation 18. Evidence of the applicant's relationship to the intended visitor; 19. Invitation letter from the person the applicant intends to visit; 20. In case the inviter pays/guarantees the expenses for the trip, provide proof of the individual's income and finances; 21. Documents proving the inviter's Canadian residency; 22. The trip's schedule and information about the person will accompany you; 23. Flight information (if any); 24. Hotel reservation (if any); 25. Confirm registration for the event (if any).

For Tourism visa

For Visting relatives visa

* Proof of travel
18. The trip's schedule;
19. Flight information (if any);
20. Hotel reservation (if any);
21. Confirm registration for the event (if any).

* Proof of relative’ relation
18. Evidence of the applicant's relationship to the intended visitor;
19. Invitation letter from the person the applicant intends to visit;
20. In case the inviter pays/guarantees the expenses for the trip, provide proof of the individual's income and finances;
21. Documents proving the inviter's Canadian residency;
22. The trip's schedule and information about the person will accompany you;
23. Flight information (if any);
24. Hotel reservation (if any);
25. Confirm registration for the event (if any).

These are the types of documents that are required to provide when applying for a tourist visa or visiting relatives of Canada, you need to prepare fully to achieve the desired results.

II. Procedures

Step 1: Plan your trip and prepare required documents

Step 2: Apply at VFS Global or at Immigration, Refugees and Citizenship Canada (IRCC)

Step 3. Make an appointment to have your fingerprints and photo taken (biometric information) at the Visa Application Center

III. Fees

VFS biometric fee 439,000 VND

Consular fee 85 CAD ~ 1.500.000 VND

Delivery fee 4,25 CAD ~ 77.000. VND

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Canada Visa (Tourism, Family Visit).

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

22/08/202222/08/2022

CANADA BUSINESS VISA

1. What is Canada Business Visa?

Canada Business Visa is a type of visa for people wish to take a business trip to Canada in order to carry out international business and trade activities without directly participating in the Canadian labor market; or come to Canada for a short time to seek investment, promote business relationships, expand businesses.

2. Required documents for Canada Business Visa

* Personal Information

1. 1. Passport;
  2. ID Photograph (Canada visa application photo 3.5*4.5cm);
  3. Birth Certificate;
  4. Identity Card;
  5. Household Registration Book;
  6. Certificate of marriage (if any);
  7. Canada visa application form;
  8. Detailed declaration of identity;
  9. Authorization letter;
  10. VFS Consent Form;

* Proof of finance

1. 1. Certificate of bank account balance;
  2. Bank account statement;
  3. Savings book (if any);
  4. Proof of income from real estate rental business, shares or other investment sources;
  5. Statement of company account (if the company sponsors the entire trip);

* Proof of employment

1. 1. Labor contract;
  2. Application for leave;
  3. Social insurance book (if any);
  4. Business registration certificate and Tax receipt or tax declaration (for businessmen and company directors);

* Proof of travel

1. 1. Invitation letter from host institution in Canada;
  2. Details of transactions conducted with business partners and partner organizations in Canada (if any);
  3. Flight information (if any);
  4. Hotel reservation (if any).

3. Procedures

Step 1: Plan your trip and prepare required documents

Step 2: Apply at VFS Global or at Immigration, Refugees and Citizenship Canada (IRCC)

Step 3. Make an appointment to have your fingerprints and photo taken (biometric information) at the Visa Application Center

4. Fees

VFS biometric fee: 439,000 VND

Consular fee: 85 CAD ~ 1.500.000 VND

Delivery fee: 4,25 CAD ~ 77.000. VND

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Canada Business Visa.

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

19/08/202219/08/2022

CE MARKING

1. What is CE Marking?

CE is an abbreviation of the phrase “Conformité Européenne”, and stands for CE Marking.

CE Marking certification shows that the product complies with European Union (EU) legislation and allows such product to be circulated freely in the European market. By affixing the CE marking to a product, the manufacturer declares on their own responsibility that the product meets all legal requirements for CE Marking

2. Benefits of having CE Certification

Products with CE certification can be traded within the EEA and many other regions/countries without restriction.
Affirming the quality and safety of products for consumers.

3. Subjects of application

CE certification is required for certain product groups within the European Economic Area, 27 member states of the EU along with EFTA countries Iceland, Norway, Liechtenstein, Switzerland and Turkey. Manufacturers of products manufactured in the EEA and importers of domestically produced goods must ensure that CE marked goods conform to the standards.

+ Country requesting CE Certification: European Union (EU) – Free Trade Association (EFTA) 27 member states of the EU plus EFTA countries Iceland, Norway and Liechtenstein) along with Switzerland and Turkey.

+ Units producing the following products must have CE marking when exporting to European countries:

- Medical devices implanted under the skin
- Gas power equipment
- Human transport cable
- Products related to energy eco-design
- Electronic compatibility
- Equipment and protection systems for use in explosive atmospheres
- Civil explosives
- Hot water boiler
- Residential refrigerators and freezers
- In vitro diagnostic medical equipment
- Elevator
- Low voltage
- Machinery

- Measuring instruments
- Medical equipment
- Noise in the environment
- Weighing tools
- Personal protective equipment
- Pressure Equipment
- Firework
- Wired and wireless telecommunications terminals
- Yacht
- Safe toys
- Single pressure device

The CE Marking standard is not required for examples such as:

– Chemistry

– Cosmetics

– Textile

– Food

4. What is the CE assessment record?

Preparation of product certification registration documents includes:

– CE certificate form;

– Organization chart of the company;

– Documents related to product specifications;

– Plan of producing and checking, monitoring product quality.

– Plan of controlling equipment, measuring and testing means.

– Sample test result sheet of an accredited/designated laboratory (if any).

The above information is kept confidential by the evaluation organization and is not disclosed to the outside.

5. Procedures of granting the CE certification process for products

Step 1: Determine only the applicable standard exam

Step 2: Define detailed requirements

Step 3: Testing, evaluating and checking standard products

Step 4: Provide technical documents TCF (Technical File)

Step 5: Declaring of Conformity and Issuance of CE Marking Certificate

In some special cases, this process may require the following additional steps:

Step 6: Re-certifying

Step 7: Extended Evaluation

Step 8: Unscheduled assessment

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to CE Marking.

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

18/08/202218/08/2022

VISA EXTENSION FOR FOREIGNERS WHO LIVE IN VIETNAM

I. IMPLEMENTING AGENCIES:

Immigration Department Police of Provinces Cities under the jurisdiction of the central government.

II. PROCEDURE:

Step 1: Prepare the documents prescribed by the law.

Step 2: Application:

Agencies, organizations, individuals, Vietnamese citizens and foreigners legally residing in Vietnam, submit dossiers directly at the office of the Immigration Department police of the province or city under the jurisdiction of the central government.

Step 3: Officer receives the dossiers and check the legality and content of the dossiers:

+ If the application is complete and valid, the officer will receive the application, print the receipt and request the fax fee payment to the fee collector (if applicable).

+ If the application is not valid, the receiving officer will guide the applicant to supplement the application.

* Application submission time: from Monday to Friday every week (except holidays and New Year).

Step 4. Get results:

The person who comes to receive the results presents the receipt, ID card to the officer to compares and receives the entry approval letter for the foreigner.

Time: from Monday to Friday every week (except holidays and Tet holiday).

III. DOSSIERS:

Dossiers include:

Application form for granting, supplementing, amending and extending temporary residence (Form NA5)
Passport
Papers proving eligibility for consideration for issuance and extension of visas is one of the following documents: Work permit/Certificate of not being eligible for a work permit/Investment certificate; Certificate of marriage registration/Birth certificate/Document proving family relationship…
Certificate of temporary residence of the Ward Police.
Letter of authorization (if applicable)

I. IMPLEMENTING AGENCIES:

05 working days from the date of application

IV. PROCESSING TIME:

Valid for multiple times in 01 month: 10 USD
Valid for multiple times from 01 month to 03 months: 50 USD
Valid for multiple times over 03 months to 06 months: 95 USD
Valid for more than 6 months to 1 year: 135 USD
Valid for more than 1 month to 2 years: 145 USD

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Visa Extension for foreigners in Vietnam

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

18/08/202218/08/2022

PROCEDURE AND PROCEDURES FOR WORKING VISA ISSUANCE

I. Legal grounds

The Law On foreigners’ entry into, exit from, transit through and residence in Vietnam 2014
The Law Amending and Supplementing a Number of Articles of the Law on Foreigners’ Entry in, Exit from, Transit through and Residence in Vietnam 2019
Circular No. 04/2015/TT-BCA detailing the form of documents related to the entry, exit, and residence of foreigners in Vietnam

II. Process and procedures for Working Visa

Working visa

A working visa is a document issued by a competent authority in Vietnam. Accordingly, this document is issued to foreigners working legally in Vietnam under the guarantee of a company.

Symbols are LD1 and LD2 visas, which are issued to the following subjects:

LD1 – to be granted to foreigners who come to work in Vietnam with a work permit exemption certificate, unless otherwise provided for in international treaties to which Vietnam is a member.
LD2 – to be granted to foreigners who must have a work permit in Vietnam to work.

Duration of Working Visa

This type of visa for Vietnam is valid for 02 years at maximum. If the work permit is not valid for 02 years, the duration of the working visa for foreigners will be equal to the term of the work permit. However, in reality, a working visa is issued from 3 to 6 months.

Required documents

Enterprise Registration Certificate (ERC) or Investment Registration Certificate (IRC) or The Establishment License of Representative Office (notarized copy);
Visa application form: Form
A copy of the foreigner’s passport;
Work permit (Visa LD2) or Exemption from work permit (Visa LD1) (notarized copy);
Letter of authorization
Sample letter of introduction of seal and signature: Form NA16.

Procedures for applying for a Working Visa

Step 1: Apply for a visa on arrival (performed by HT)

Prepare documents;
Submission of documents: For companies with headquarters from Da Nang northwards, submit them to the Hanoi Immigration Department. For companies with offices from Quang Nam southwards, apply to the Immigration Department of Ho Chi Minh City.
Processing time is about 5-7 working days after receiving complete and valid dossiers.

The Vietnam Immigration Department will issue a guarantee for the Immigration Official (original) and fax it to the Vietnamese Embassy/Consulate office in foreign countries where the customer has registered to receive a Business Visa.

Step 2: Receive visa (Client does)

According to the provisions of law, foreigners entering Vietnam under the guarantee of agencies or organizations are granted visas at one of the following locations:

Airport border gate international upon entry;
Embassy/Consulate of Vietnam in the country where the foreigners’ exit.

However, at present, foreigners can usually only receive visas at Vietnam’s Embassies/Consulates abroad.

Foreigners need to prepare the following documents:

Approval to enter Vietnam (copy);
Original passport;
02 photos (size 3*4cm, white background, no glasses, no hat);
Information to fill out form NA1;
Visa stamping fee;
Other documents (if applicable).

Note: Each Vietnamese Embassy/Consulate in different countries may have other application and fee requirements, so foreigners must actively contact before receiving a visa.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Labor Visa

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

17/08/202218/08/2022

VIETNAM ENTRY VISA FOR FOREIGNERS GUARANTEE BY AGENCIES, ORGANIZATIONS

I. IMPLEMENTING AGENCIES:

Immigration Department at Ho Chi Minh City or Hanoi City

II. PROCEDURE:

Step 1: Prepare the documents precribed the law

Step 2: Application:

Agencies and organizations that invite and guarantee to submit dossiers directly at the office of the Immigration Department of Hanoi (Address 44-46 Tran Phu, Ba Dinh, Hanoi) or Ho Chi Minh City (address 333-335-337 Nguyen Trai, District 1, Ho Chi Minh City) to apply.

Step 3: Officer receives the dossiers and check the legality and content of the dossiers:

+ If the application is complete and valid, the officer will receive the application, print the receipt and request the fax fee payment to the fee collector (if applicable).

+ If the application is not valid, the receiving officer will guide the applicant to supplement the application.

* Application submission time: from Monday to Friday every week (except holidays and Tet holiday).

Step 4: Get result:

The person who comes to receive the results presents the receipt, ID card to the officer to compares and receives the entry approval letter for the foreigner.

Time: from Monday to Friday every week (except holidays and Tet holiday).

III. DOSSIERS:

The dossiers include:

Letter requesting the Immigration Department to consider and approve the personnel to issue visas and grant entry permits to foreigners entering Vietnam (Form NA2);
A notaried copy of the license or decision of a competent authority on the establishment of the organization;
Document introducing the seal, signature of the authorized person of the organization (form NA16 issued together with Circular No. 04/2015/TT-BCA).
Introduction Letter
Copy of foreigner’s passport

IV. PROCESSING TIME

05 working days from the date of application.

V. PLACE TO GET VISA

Foreigners entering Vietnam under the guarantee of an agency or organization can receive a visa in one of the following places:

Foreigners can receive visas directly at the international airport border gate when entering at the international airport;
For entry through border gates by road, waterway or railway, foreigners can get visas at the Border Gate Department – Border Guard Command, Ministry of National Defense;
Foreigners can get visas at a the Embassy of Vietnam in the country where the foreigner exits.

VI. FEES

Visa valid for single time in 3 months: 25 USD
Visa valid for multiple times in 3 months: 50 USD

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Entry Visa for Foreigners who is guarantee by agencies or organizations.

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

17/08/202208/09/2022

PROCEDURE AND PROCEDURES FOR RELATIVE VISA ISSUANCE

I. Legal grounds

The Law On foreigners’ entry into, exit from, transit through and residence in Vietnam 2014
The Law Amending and Supplementing a Number of Articles of the Law on Foreigners’ Entry in, Exit from, Transit through and Residence in Vietnam 2019
Circular No. 04/2015/TT-BCA detailing the form of documents related to the entry, exit, and residence of foreigners in Vietnam

II. Process and procedures for Relative Visa

Relative Visa

A relative visa is a document issued by a competent authority in Vietnam. Accordingly, this document allows spouses and children of certain foreigners or spouses and children and parents of Vietnamese citizens to travel to Vietnam for long-term living together.

According to the Law No. 51/2019/QH14 dated November 25, 2019, of the National Assembly on amendments to a number of articles of Law on entry, exit, transit and residence of foreigners in Vietnam, a relative visa (TT) is granted to:

Parents, spouses, or children of Vietnamese citizens;
Spouses or children under 18 years of age of foreigners issued with LV1, LV2, LS, DT1, DT2, DT3, NN1, NN2, DH, PV1, LD1, or LD2 visas

Duration of Relative Visa

According to the provisions of the law on entry, exit and residence of foreigners in Vietnam, a relative visa in Vietnam is valid for a maximum of 12 months. However, the duration of a visa to visit relatives in Vietnam will be at least 30 days shorter than that of a passport or international travel document.

In fact, the current visa for visiting relatives is issued from 3 to 6 months.

Required documents

The procedure to get a family/relative/spouse visa for Vietnam may vary depending on where you are at the time of application, in Vietnam or outside the country.

In case a foreigner who is holding a Vietnamese visa sponsors his relatives for a Relative visa, the documents include:

Application for a Relative visa in Vietnam:
Form NA2 is certified by the company or sponsor organization, clearly stating that the place of visa stamping is the Vietnamese Embassy/Consulate General abroad or Vietnam’s international border gate (in case the relative is abroad).
Form NA5 is certified by the sponsor company or organization (in case the relative is in Vietnam).
Passport of the relative (valid for at least 06 months, having at least 02 blank pages):
Photocopy (in case the relative is abroad).
Original (in case the relative is in Vietnam).
Copy of passport and valid visa/temporary residence card of the sponsor;
Documents proving the relationship such as a birth certificate for children, parents, marriage registration certificate for husband and wife, household registration book, family certificate, … (consular legalization and notarized translation according to regulations);
Documents of the sponsor company where the sponsor is working, including:
Enterprise Registration Certificate (ERC) or Investment Registration Certificate (IRC) or The Establishment License of Representative Office (notarized copy);
Sample letter of introduction of seal and signature and Tax registration certificate.
Letter of the introduction of the person applying.

In case a Vietnamese citizen sponsors a foreign relative to apply for a relative visa, the documents include:

Application for a relative visa in Vietnam:
Form NA3 is certified by the police at the commune level, where the Vietnamese permanently reside, clearly stating that the place of visa stamping is the Vietnamese Embassy/Consulate General abroad, or Vietnam’s international border gate (in case the relative is abroad);
Form NA5 is certified by the commune-level police, where the Vietnamese permanently reside (in case the relative is in Vietnam).
Passport of the relative (valid for at least 06 months, having at least 02 blank pages):
Photocopy (in case the relative is abroad).
Original (in case the relative is in Vietnam).
The sponsor’s identification card (notarized copy);
The sponsor’s household registration (notarized copy);
Papers proving the relationship such as a birth certificate for children, parents, marriage registration certificate for husband and wife, household registration book, family certificate, … (notarized copy)
Identity card/Citizen identity card of the sponsor (notarized copy)
Confirmation of temporary residence of the foreigner (in case the sponsor is in Vietnam).

Procedures for applying for a Visa to visit relatives
- The relative is abroad

Step 1: Apply for an entry letter

Prepare documents;
Submission of documents: In case the sponsor has a household registration book/ the companies with headquarters from Da Nang northwards, submit at the Hanoi Immigration Department. In case the sponsor has a household registration book/ the companies with offices from Quang Nam southwards, apply to the Immigration Department of Ho Chi Minh City.
Processing time is about 5-7 working days after receiving complete and valid dossiers.

Note: HT cooperates to submit documents with the sponsor

Step 2: Receive visa (Customer does)

According to the provisions of law, foreigners entering Vietnam under the guarantee of agencies or organizations are granted visas at one of the following locations:

Airport border gate international upon entry;
Embassy/Consulate of Vietnam in the country where the foreigners exit.

However, at present, foreigners can usually only receive visas at Vietnam’s Embassies/Consulates abroad.

Foreigners need to prepare the following documents:

Immigration letter (copy);
Original passport valid for at least 06 months, having at least 02 blank pages (the same passport used to apply for a visa to enter Vietnam);
02 photo cards (size 4*6, white background, no hat, no glasses);
Application for entry and exit from Vietnam;
Visa stamping fee;
Other documents (if applicable).

Note: Each Vietnamese Embassy/Consulate in different countries may have other application and fee requirements, so foreigners must actively contact before receiving a visa.

The relative is in Vietnam

In this case, the sponsor takes the following steps to apply for a family visit visa for a foreigner in Vietnam:

Step 1: Prepare and submit the application

Submission of documents: In case the sponsor has a household registration book/ the companies with headquarters from Da Nang northwards, submit at the Hanoi Immigration Department. In case the sponsor has a household registration book/ the companies with offices from Quang Nam southwards, apply to the Immigration Department of Ho Chi Minh City.
Processing time is about 5-7 working days after receiving complete and valid dossiers.

Step 2: Receive the result

On the appointment date, the sponsor/representative of the guarantee agency will bring an appointment letter to the application location to receive the result of the visit visa.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Family Visit Visa.

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

10/08/202210/08/2022

PROCEDURES FOR ISSUANCE OF PERMANENT RESIDENCE CARD

No.	Criteria	Content	Legal basis
1	Subject	1. Foreigners with meritorious services and contributions to the cause of construction and defense of the Vietnamese Fatherland are awarded medals or state honorary titles by the Vietnamese State. 2. Foreigners are scientists and experts temporarily residing in Vietnam. 3. Any foreigner sponsored by his parent, spouse, or child who is a Vietnamese citizen and has a permanent residence in Vietnam. 4. Any person without nationalities who has had a temporary residence in Vietnam from 2000 or earlier.	Article 39 Law on Immigration
2	Condition	1. Any of the foreigners mentioned in Article 39 of this Law may be granted permanent residence status if he/she has a legitimate residence and is making a decent living in Vietnam. 2. Foreigners specified in Clause 2, Article 39 of this Law must be requested by ministers, heads of ministerial-level agencies or government-attached agencies in charge of state management of such person's professional fields. 3. Foreigners who have temporarily resided in Vietnam for 03 consecutive years or more as prescribed in Clause 3, Article 40 of the Law are determined on the basis of the entry verification stamp and exit verification stamp issued at the border gate with a total period of temporary residence in Vietnam of 03 years or more in the last 4 years up to the date of submitting the application for permanent residence.	Article 40 Law on Immigration
3	Procedure	a) Application for permanent residence; (NA12) b) Criminal record issued by the competent authority of the country of which the person is a citizen; c) A diplomatic note from a diplomatic mission of the country, of which the applicant is a citizen, requesting grant of permanent residence status to the applicant; d) Certified copy of passport; đ) Papers proving eligibility to be considered for permanent residence specified in Article 40 of this Law; (documents on accommodation: house lease contract, land use right certificate, … financial documents: labor contract, bank statement, ...) e) Letter of sponsored for foreigners specified in Clause 3, Article 39 of this Law. (certified copy of marriage certificate, temporary residence card for 3 consecutive years until the time of application)
4	Receiving agency	Immigration Department	Article 41 Law on Immigration
5	Settlement time	40 days (Can be extended but not more than 60 days)	Article 41 Law on Immigration
6	Duration of Permernent Residnence card	10 years

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Permanent Residence Card.

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

10/08/202210/08/2022

PROCEDURES FOR BIRTH REGISTRATION WITH FOREIGN ELEMENTS

I. Cases of birth registration with foreign elements

Children born in Vietnam:
– Having a parent being a Vietnamese citizen and the other being a foreigner or a stateless person;
– Having a parent being a Vietnamese citizen residing in the country and the other being a Vietnamese citizen residing abroad;
– Having both parents being Vietnamese citizens residing abroad;
– Having both parents being foreigners or stateless persons.
Children born abroad with their birth not yet registered abroad and taken to reside in Vietnam:
– Having both parents being Vietnamese citizens;
– Having a parent being a Vietnamese citizen.

II. Competent to register birth with foreign elements

The district-level People’s Committee of the place of residence of the father or mother (in the case of the child born in Vietnam) or the place of residence of the children (in the case of the child born abroad who has not yet been registered for birth and reside in Vietnam).

III. Order of processing

Step 1: Birth registrants shall submit the dossiers to the district-level People’s Committee

Step 2: Immediately after receiving all required documents, if seeing that the birth declaration information is complete and proper, the civil status officer shall record the birth declaration contents in the civil status book. The civil status officer and birth registrant shall both sign in the civil status book.

Step 3: The district-level Justice Division shall report to the chairperson of the district-level People’s Committee to grant a birth certificate to the person whose birth is registered.

IV. Dossiers

Case 1: Children born in Vietnam

Declaration form
Birth certification paper
The agreement of the parents on the selection of citizenship for their child. If the parents choose a foreign citizenship for their child, their agreement document must contain certification of a competent foreign state agency of which they are citizens.
Passports of father and mother
Certificate of marriage
Proof of residence (temporary residence certificate of the ward police/temporary residence card/permanent residence card…)

Case 2: Children born abroad with their birth not yet registered abroad and taken to reside in1. Declaration form

Declaration form
Birth certification paper
A certificate of live birth or an equivalent document issued by the foreign competent authority certifying that the child was born abroad and mother-child relationship (if any
The agreement of the parents on the selection of citizenship for their child. If the parents choose a foreign citizenship for their child, their agreement document must contain certification of a competent foreign state agency of which they are citizens.
Passports of father and mother
Certificate of marriage
A documentary evidence of the child’s lawful entry into Vietnam (such as passport, documents enabling international travel bearing an entry stamp from an immigration authority)
A written confirmation from the competent public security authority that the child is living in Vietnam

V. Settlement Time

Right on the day of receiving the dossier; in case the application is received after 15 o’clock but cannot be resolved immediately, the result shall be returned in the next working day.

VI. Fees

According to the fee rate set by each provincial People’s Council.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Birth Registration with foreign elements.

Contact us

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

02/08/202202/08/2022

BUYING AN EXISTING COMPANY IN VIETNAM: RISKS AND ISSUES FOR INVESTORS

When investing in an existing business in Vietnam, investors should consider carefully such existing business that investors intend to contribute capital or purchase shares or capital contributions in order to avoid the following risks.

I. Legal basics

Law on Investment No. 61/2020/QH14 dated 17/06/2020

Decree 31/2021/NĐ-CP dated 26/03/2021

II. Issues and risks that investors should consider

Foreign ownership limitations

Law on Investment allows 100% foreign ownership of a business in most industries. However, if sectors and trades in which investors intend to invest are on the List of sectors and trades are subject to market access restrictions, the charter capital holding ratio of foreign investors is a compulsory requirement. In addition, if the foreign investor is subject to one or more international treaties on investment, the investor must comply with the ownership ratio of that treaty.

Tax and finance

When contributing capital or purchasing shares or capital contributions of any economic organization, investors should also consider tax and finance. After buying the company, investors shall be the company’s owner or shareholders/ capital-contributing members and inherit or be jointly liable for all obligations to the third parties, including financial debts, taxes and even fines due to the company’s violations. This is also a necessary step to evaluate whether the company is making a profit or at a loss.

Labor

When investing in an existing business in Vietnam, foreign investors should focus on employment, research and consider current labour problems at the company. Since Vietnam Labor Law tends to give priority to employees, investors should consider carefully and properly evaluate if there are plans to change employees during management or labor issues that have not been resolved to avoid legal risks.

Regulations

Law on Investment 2020 has offered advantaged conditions for foreign investors to invest in Vietnam. However, investors should focus on regulations or administrative procedures that they need to meet if they are subject to the application of such legal regulations and administrative procedures.

Regarding the industry and profession in which the investor intends to invest:

Firstly, investors should pay attention to checking the industry of the company in which they intend to contribute capital, purchase shares or contribute capital as committed in the WTO Schedule of Commitments or not. In case the industry has not been committed, it will be difficult to carry out legal procedures for the investor to become the owner of the company.

Secondly, if the investors intend to invest in industries and trades on the List of sectors and trades with conditional market access for foreign investors, Vietnamese law has set compulsory requirements for investors to meet such as capital ownership ratio (mentioned above), investment form, investment scope, cooperation with Vietnamese partners. In addition, there are also sectors and trades currently prohibited to invest by Vietnamese law, or industries that require other types of permits/licenses when foreign investors do business. Therefore, investors need to consider carefully to avoid violating the law when making investments without the permission of state agencies.

In order to limit the legal risks that investors may face when contributing capital, buying shares or buying capital contributions to Vietnamese companies, investors need to carry out in-depth due diligence on Vietnamese law and the overall company that you want to invest in. This is a necessary step to limit economic and legal risks when entering the Vietnamese market.

To save time learning about the law, filling out forms, and submitting documents, you can contact HTLaw for consultation and legal services related to Investment in Vietnam

Contact us

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

28/07/202228/07/2022

FOREIGNERS BUYING HOUSES TO LIVE IN VIETNAM

I. Legal grounds

The Housing Law, No. 65/2014/QH13
Decree No. 99/2015/ND-CP of the Government promulgates the Decree detailing and guiding the implementation of a number of articles of the Housing Law.

Circular No. 19/2016/TT-BXD dated June 30, 2016, of the Ministry of Construction, guiding the implementation of a number of the Law on Housing 2014 and Decree No. 99/2015/ND-CP of the Government

II. Procedures for foreigners to buy houses to live in Vietnam

Entities eligible for the homeownership in Vietnam

According to the provisions of Clause 1 Article 159 of the Law on Housing 2014 allows foreigners to buy houses in Vietnam, specifically the following foreign organizations and individuals:

Foreign entities who invest in project-based housing construction in Vietnam as prescribed in this Law and corresponding regulations of law;
Foreign-invested enterprises, branches, representative offices of foreign enterprises, foreign-invested funds, and branches of foreign banks operating in Vietnam (hereinafter referred to as foreign organizations);
Foreign individuals are allowed to enter Vietnam.

Transactions of legitimate housing

Entities having legitimate housing through the following transactions:

Investment in the construction of houses under projects in Vietnam by the Law on Housing 2014 and the law relevant laws;
Purchase, lease, lease purchase, receipt of a gift, receipt of an inheritance, including apartment buildings and separate houses in housing construction investment projects, except for areas under management relating to national defense and security as prescribed in regulations of the Government.

Consequently, foreign organizations and individuals cannot buy land but can only own commercial housing (including apartment buildings and separate houses) in investment projects built commercial housing, except for areas under management relating to national defense and security as prescribed in regulations of the Government.

Eligible for the homeownership

According to Article 74 of Decree 99/2015/ND-CP guiding the Law on Housing, foreigners who fall into the above categories have the right to buy houses in Vietnam, but to own a house, they must have a valid license. proof sheet.

Case 1: For individuals or organizations investing in housing construction under projects

Have an Investment Registration Certificate;
Have houses that are built under a project as prescribed in this Law and corresponding regulations of law.

Case 2: Conditions for foreign organizations

An investment certificate or documents related to being allowed to operate in Vietnam issued by a competent Vietnamese state agency is still valid at the time of contract signing the house purchase agreement or house lease purchase.

Case 3: Conditions for individuals

Having valid passports stamped with entry verification stamp of the immigration and exit management agency of Vietnam;
Not granted diplomatic immunity and privileges as prescribed.

Foreigners only buy houses in housing construction investment projects and must satisfy all conditions on a case-by-case basis.

Time and percentage of ownership

Article 161 of the 2014 Housing Law specifically stipulates that foreign individuals and organizations may not buy, rent and purchase, receive, inherit and own more than 30% of apartments in an apartment building; or more than 250 houses regarding separate houses including villas, row houses in an area whose population is equivalent to a ward-administrative division. In addition, foreign individuals can own a house for not more than 50 years, from the day on which they are granted the Certificate and they may be also granted an extension as prescribed in regulations of the Government; the duration of the homeownership must be stated in the Certificate.

If a foreign individual marries a Vietnamese citizen or an oversea Vietnamese, he/she qualifies for stable and long-term homeownership and has all rights of a homeowner similarly to Vietnamese citizens;

The foreign organization is eligible for the homeownership as agreed in agreements on housing sale, lease purchase, gifting, or inheritance for no longer than the duration stated in their Certificate of investment, including extension duration, the duration of the homeownership shall be determined from the day on which the organization is granted the Certificate and stated in such Certificate;

Procedures for buying a house

Step 1: Making a Housing agreement

The parties agree to make a written house sale and purchase contract with the main contents based on Articles 120 and 121 of the Law on Housing 2014.

Step 2: Notarization and authentication of a Housing agreement

Step 3: Request to apply for the Certificates

The contracting parties shall agree to choose a party to request the competent agency to grant the Certificate of housing; regarding housing that is bought or leased and purchased from the investor, the investor must complete the procedures for the Certificate issued to the buyer or the lessee by the competent agency, unless the buyer or the lessee wishes to complete the procedures themselves.

To save time learning about the law, filling out forms, waiting to submit the dossier, you can contact HT for advice and support for Buying Houses in Vietnam for foreigners.

Contact us

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

28/07/202228/07/2022

NGƯỜI NƯỚC NGOÀI MUA NHÀ Ở TẠI VIỆT NAM

I. Cơ sở pháp lý?

Luật Nhà ở số 65/2014/QH13 của Quốc hội ngày 25 tháng 11 năm 2014
Nghị định 99/2015/NĐ-CP của Chính phủ về việc Quy định chi tiết và hướng dẫn thi hành một số điều của Luật Nhà ở 2014
Thông tư 19/2016/TT-BXD của Bộ Xây dựng về việc hướng dẫn thực hiện một số nội dung của Luật Nhà ở và Nghị định 99/2015/NĐ-CP ngày 20 tháng 10 năm 2015 của Chính phủ quy định chi tiết và hướng dẫn thi hành một số điều của Luật Nhà ở 2014

II. Thủ tục cho người nước ngoài mua nhà ở tại Việt Nam?

Đối tượng được phép mua nhà ở tại Việt Nam

Theo quy định tại Khoản 1 Điều 159 Luật Nhà ở 2014 cho phép người nước ngoài mua nhà tại Việt Nam, cụ thể là các đối tượng tổ chức, cá nhân nước ngoài sau:

Tổ chức, cá nhân nước ngoài đầu tư xây dựng nhà ở theo dự án tại Việt Nam theo quy định của Luật này và pháp luật có liên quan;
Doanh nghiệp có vốn đầu tư nước ngoài, chi nhánh, văn phòng đại diện của doanh nghiệp nước ngoài, quỹ đầu tư nước ngoài và chi nhánh ngân hàng nước ngoài đang hoạt động tại Việt Nam (sau đây gọi chung là tổ chức nước ngoài)
Cá nhân nước ngoài được phép nhập cảnh vào Việt Nam.

Các hình thức sở hữu

Tổ chức, cá nhân nước ngoài được sở hữu nhà ở tại Việt Nam thông qua các hình thức sau đây:

Đầu tư xây dựng nhà ở theo dự án tại Việt Nam theo quy định của Luật Nhà ở 2014 và pháp luật có liên quan;
Mua, thuê mua, nhận tặng cho, nhận thừa kế nhà ở thương mại bao gồm căn hộ chung cư và nhà ở riêng lẻ trong dự án đầu tư xây dựng nhà ở, trừ khu vực bảo đảm quốc phòng, an ninh theo quy định của Chính phủ.

Như vậy, tổ chức và cá nhân nước ngoài không thể mua đất nền mà chỉ được sở hữu nhà ở thương mại (bao gồm căn hộ chung cư và nhà ở riêng lẻ) trong dự án đầu tư xây dựng nhà ở thương mại, trừ khu vực bảo đảm quốc phòng, an ninh theo quy định của pháp luật Việt Nam.

Để tiết kiệm thời gian tìm hiểu các thủ tục, điền form mẫu, công chứng, chờ đợi nộp hồ sơ, các bạn có thể liên hệ HT để được tư vấn và hỗ trợ dịch vụ Mua nhà tại Việt Nam cho người nước ngoài

Liên hệ với chúng tôi

- Email: hue.truong@htlaw.vn
- SĐT: +84 935 439 454.

27/07/202208/09/2022

PROCESS AND PROCEDURES FOR BUSINESS VISA ISSUANCE

Legal grounds
1.1. The Law On foreigners’ entry into, exit from, transit through, and residence in Vietnam 2014
1.2. The Law Amending and Supplementing a Number of Articles of the Law on Foreigners’ Entry in, Exit from, Transit through, and Residence in Vietnam 2019

2. Process and procedures for Business Visa

2.1. Business Visa

Visa means a document issued by a competent authority of Vietnam to a foreigner to grant entry into Vietnam. Accordingly, this document allows foreigners to enter Vietnam to exchange and work with enterprises in Vietnam.

The symbols are Visa DN1 and DN2, issued to the following subjects:

Visa DN1 – granted to foreigners working with companies and other organizations that are juridical persons with the provisions of Vietnamese law.
Visa DN2 – issued to foreigners to offer services, establish a business presence, and perform other activities under international treaties to which Vietnam is a member.
2.2.The duration of the Business Visa

According to the law, a business visa is valid for no more than 12 months. However, foreigners are usually granted a 3-month Visa (single entry or multiple entries).

The 3-month multiple entries business visa is valid for 3 months and allows foreigners to enter and exit multiple times. There is often no limit to the number of entry and exit times until the Visa expires. This is a common type of Visa that foreigners use to enter Vietnam.

The 3-month business visa is valid for 3 months and allows foreigners to enter only once. Visas will expire immediately when foreigners exit Vietnam.
2.3. Required documents

Foreigner’s passport (A copy)
Certificate of Enterprise Registration (A true certified copy)
Copy of Office lease Contract (A true certified copy)
The record on the transfer of contributed assets (in some cases case) (A true certified copy)
Tax reports (if any) (A copy with hanging stamp)
2.4. Procedures for applying for a business visa

Step 1: Apply for a visa on arrival (executed by HT)

Prepare documents;
Submission of documents: For companies with headquarters from Da Nang northwards, submit them to the Hanoi Immigration Department. For companies with offices from Quang Nam southwards, apply to the Immigration Department of Ho Chi Minh City.
Processing time is about 5-7 working days after receiving complete and valid dossiers.

Step 2: Receive visa (Customer does)

According to the provisions of law, foreigners entering Vietnam under the guarantee of agencies or organizations are granted visas at one of the following locations:

Airport border gate international upon entry;
Embassy/Consulate of Vietnam in the country where the foreigners exit.

However, at present, foreigners can usually only receive visas at Vietnam’s Embassies/Consulates abroad.

Foreigners need to prepare the following documents:

Immigration letter (photocopy);
Original passport;
02 photo cards (size 3*4, white background, no glasses, no hat);
Visa stamping fee;
Other documents (if any).

Note: Each Vietnamese Embassy/Consulate in different countries may have different application and fee requirements, so foreigners must actively contact before receiving a visa.

To save time learning about the law, filling out forms, waiting to submit the dossier, you can contact HT for advice and support for Business Visa Application.

Contact us

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

19/07/202219/07/2022

Vietnam chemical certificate

Currently, the production and trading of chemicals is a difficult and complicated industry, so it is specified by Vietnamese law in the Law on Chemicals and other specialized legal documents. In order to help readers have an overview of the above industries, HT would like to summarize the legal provisions on chemicals in the document below:

SECTION 1: LICENSE FOR UNLIMITED CHEMICALS

I. Conditions for production of chemicals subject to conditional production and trading in the industrial sector

1. Being an enterprise, cooperative or business household established in accordance with law and engaged in chemical production;

2. Physical and technical facilities must meet the following specific requirements:

2.1 Requirements for factories and warehouses

a. Workshops must meet requirements according to national technical standards and regulations, suitable to the nature, scale and technology of chemical production and storage.

b. Workshops and warehouses must have exits and exits. The exits must be clearly indicated by signs and lights and designed to facilitate the escape, rescue and rescue in case of an emergency.

c. The ventilation system of factories and warehouses must meet the regulations and standards on ventilation systems.

d. The lighting system complies with regulations to meet the requirements of chemical production and storage. Electrical equipment in workshops and warehouses containing flammable and explosive chemicals must meet standards on fire and explosion prevention and control.

D. Workshop and chemical warehouse floors must be resistant to chemicals, loads, non-slip, with good drainage and collection grooves.

e. Workshops and chemical warehouses must have a table of rules on chemical safety, have danger signs suitable to the level of danger of chemicals, and hang them in a conspicuous place. Signs showing hazardous properties of chemicals must have the following information: Chemical identification code; graphic warning, word warning, warning of danger. In case a chemical has many different hazardous properties, the warning picture must fully show those hazardous properties. In production areas with hazardous chemicals, there must be specific instructions on safe operation procedures in an easy to read and conspicuous position.

g. Workshops and warehouses must have a lightning protection system or be located in a safe lightning-protected area and periodically inspected according to current regulations.

H. For outdoor tanks, it is necessary to build dikes or other technical measures to ensure that chemicals do not escape into the environment when a chemical incident occurs and take measures to prevent fire, explosion and lightning.

i. Workshops and warehouses must fully meet the conditions on fire prevention and fighting, environmental protection, occupational safety and hygiene in accordance with relevant laws.

2.2 Requirements for technology, equipment, tools, packaging

a. The chemical production technology is selected to minimize the risk of chemical incidents and environmental pollution, and to ensure safety against fire and explosion.

b. Technical equipment must meet general safety requirements according to national technical standards and regulations, be suitable for chemical species and technological processes, and meet production capacity and business scale. Machines, equipment and supplies subject to strict requirements on occupational safety and health and testing measuring equipment must be inspected, calibrated, calibrated and maintained in accordance with current regulations on machinery inspection. , device.

2.3 Requirements for chemical storage and transportation

a. Hazardous chemicals must be classified and arranged according to the nature of each chemical. Chemicals that may react with each other or have different requirements on chemical safety, fire prevention and control are not allowed in the same area.

b. Chemicals in the warehouse must be preserved according to current national technical standards and regulations, ensuring safety and convenience requirements for chemical incident response.

3. Areas of workshops and warehouses must meet the requirements of national technical standards and regulations. The production facility has enough area to arrange production lines in accordance with the designed capacity, ensure the production stages, and meet the technological requirements;

4. The technical director or deputy director or the technical officer in charge of chemical production must have a university degree or higher in chemical majors;

5. The subjects specified in Article 32 of this Decree must be trained in chemical safety.

Organizations and individuals may only produce and trade in chemicals subject to conditional production and trading in the industrial sector after being granted a Certificate of eligibility by a competent authority and are responsible for maintaining their eligibility. conditions specified in Clauses 1 and 2 of this Article throughout the course of production and business activities. In case an organization or individual no longer meets the conditions, the Certificate will be revoked according to the provisions of Clause 2, Article 18 of the Law on Chemicals.

II. Dossier of application for a Certificate of eligibility for production

a) A written request for issuance of the Certificate of eligibility for production of chemicals subject to conditional production and trading in the industrial sector, made according to the form specified in Clause 7 of this Article;

b) A copy of the Certificate of Business Registration or Certificate of Cooperative Registration or Certificate of Business Household Registration;

c) A copy of the approval decision or written certification of documents related to environmental protection as prescribed by law, issued by a competent state management agency;

d) A copy of the certificate of approval for design of fire prevention and fighting and the written approval for acceptance of the fire prevention and fighting system issued by a competent authority for each production facility subject to approval. fire prevention and fighting design;

Minutes of safety inspection of fire prevention and fighting or a document of a competent authority proving the assurance of fire prevention and fighting safety conditions for each production establishment that is not required to be subject to compulsory fire safety inspection. Appraisal and approval of designs on fire prevention and fighting;

dd) The overall drawing of the system of premises of factories and warehouses, the contents of the drawings must ensure information on the location of the workshop, warehouse, chemical storage area, area and access road to the workshop, area. chemical production and storage areas; A copy of the document proving the right to use the land plot for the construction of the factory or warehouse or the lease contract for the factory or warehouse.

e) A declaration of technical equipment, labor safety and safety equipment of the chemical production establishment;

g) A copy of a university degree or higher in chemistry of the director or deputy technical director or the technical officer in charge of chemical production activities of the manufacturing facility;

h) A copy of the chemical safety training file as prescribed in Clause 4, Article 34 of this Decree;

i) Chemical safety sheets of dangerous chemicals in the production facility as prescribed.

III. Dossier of application for the Certificate of eligibility for business

a) A written request for issuance of a Certificate of eligibility for trading in chemicals subject to conditional production and trading in the industrial sector, made according to the form specified in Clause 7 of this Article;

b) A copy of the Certificate of Business Registration or Certificate of Cooperative Registration or Certificate of Business Household Registration;

c) A declaration of each business location;

d) A copy of the approval decision or written certification of documents related to environmental protection as prescribed by law, issued by a competent state management agency;

dd) A copy of the certificate of design appraisal and approval and the written acceptance of fire prevention and fighting design issued by a competent authority for each chemical warehouse subject to fire prevention and fighting design appraisal and approval;

Minutes of safety inspection on fire prevention and fighting or a document from a competent agency proving the assurance of fire prevention and fighting safety conditions for each chemical warehouse that is not subject to mandatory requirements. Appraisal and approval of designs on fire prevention and fighting;

e) The overall drawing of the system of premises of each business location, the content of the drawing must ensure information on the location of the warehouse, the chemical storage area, the area and the way to the chemical storage area; A copy of the document proving the right to use the land plot to build the warehouse or the warehouse lease contract in the case of warehouse rental or the contract or agreement on chemical purchase and sale in the case of using the organization’s warehouse, individuals buy or sell chemicals;

g) A declaration of technical equipment, labor protection and safety equipment of each chemical trading location;

h) A copy of the intermediate degree or higher in chemical major of the person in charge of chemical safety;

i) A copy of the chemical safety training file as prescribed in Clause 4, Article 34 of this Decree;

k) Chemical safety sheets of dangerous chemicals in business establishments as prescribed.

IV. Order and procedures for appraisal and issuance of Certificate of eligibility

a) Organizations and individuals applying for the Certificate of eligibility shall make 01 set of dossiers and send them by post or directly or through the online public service system to the agency competent to issue the Certificate in accordance with the law. specified in Clause 6 of this Article;

b) In case the dossier is incomplete and invalid, within 03 working days from the date of receiving the dossier, the certificate-issuing agency shall notify the organization or individual to supplement and complete the dossier. The time for completing the dossier is not included in the time of granting the Certificate specified at Point c of this Clause;

c) Within 12 working days from the date of receipt of complete and valid dossiers specified in Clauses 1 and 2 of this Article, the certificate-issuing agency shall consider, appraise and issue a Certificate of eligibility. conditions for organizations and individuals, and at the same time send 01 copy to the Department of Industry and Trade where the organization or individual has registered its head office. The form of the Certificate is specified in Appendix VI of this Decree. In case of refusal to issue the Certificate, the agency competent to grant the Certificate must reply in writing, clearly stating the reason.

V. Dossier, order and procedures for re-issuance of the Certificate of eligibility

a) In case the Certificate of eligibility is lost, incorrect, damaged or there is a change in the establishment registration information of the organization, individual, organization or individual, make 1 set of application for re-issuance; Certificate and send it to the Certificate-issuing agency by post or in person or through the online public service system;

b) An application for re-issuance of the Certificate includes: A written request for re-issuance of the Certificate; the original of the issued Certificate in case the Certificate is incorrect or there is a change in information of the organization or individual; the recognizable original portion of the Certificate in case the Certificate is damaged;

c) Within 05 working days from the date of receipt of complete and valid dossiers, the certificate-issuing agency shall examine and re-issue the Certificate of eligibility for organizations and individuals, and concurrently send 01 copy to the Department of Planning and Investment. Industry and Trade where the organization or individual registered their head office. In case of refusal to re-issue the Certificate, the agency competent to grant the Certificate must reply in writing, clearly stating the reason.

VI. Dossier, order and procedures for adjusting the Certificate of eligibility

a) In case there is a change in the location of the chemical production and trading establishment; type, scale and type of chemicals produced or traded, organizations or individuals shall make 01 set of dossiers of request for adjustment of the Certificate and send it to the Certificate-issuing agency by post or in person or in person. through the online public service system;

b) An application for adjustment of the Certificate includes: A written request for adjustment of the Certificate of eligibility; the original of the issued Certificate of Eligibility; papers and documents proving the satisfaction of production and business conditions for the adjusted contents;

c) The order and procedures for adjusting the Certificate are the same as for issuing a new Certificate.

VII. Authority

The Department of Industry and Trade where the organization or individual is located is responsible for appraising and granting, re-granting and adjusting the Certificate of eligibility for production and business of chemicals subject to conditional production and business. events in the industrial field for organizations and individuals; inspect, examine and supervise the observance of regulations on conditions for production and trading of chemicals subject to conditional production and trading by organizations and individuals under their management.

SECTION 2: LICENSE FOR LIMITED CHEMICALS

I. Chemicals restricted from production and trading in the industrial sector

Chemicals restricted from production and trading in the industrial sector include:

1. Substances included in the List of chemicals restricted from production and trading in the industrial sector, promulgated in Appendix II to this Decree.

2. Mixtures containing substances listed in Appendix II to this Decree are classified according to the provisions of Article 23 of this Decree and belong to at least one of the following classification groups:

a) Acute toxicity (by different exposure routes) grade 1;

b) Class 1A, 1B carcinogenic agents;

c) Reproductive toxicity grade 1A, 1B;

d) Grade 1A, 1B germ cell mutations.

=> Restricted chemicals need to apply for a license to produce and trade in chemicals restricted from production and business in the industrial field.

II. Dossier of application for a production license

a) A written request for a license to produce chemicals restricted from production and trading, made according to the form specified in Clause 7 of this Article;

b) Papers specified from point b to point i, clause 1, Article 10 of this Decree;

c) Explanation of technological process for the production of chemicals restricted from production and trading.

III. Dossier of application for a business license

a) A written request for a license to trade in chemicals restricted from production or business, made according to the form specified in Clause 7 of this Article;

b) The papers specified at Points b to k Clause 2 Article 10 of this Decree;

c) An explanation of the business plan for chemicals restricted from production and business of the organization or individual applying for the License.

IV. Order and procedures for appraisal and grant of permits

a) Organizations and individuals that apply for a license to produce and trade in chemicals restricted from production or business shall make 1 set of dossiers and send them by post or directly or via the online public service system to the agency. licensing authority;

b) In case the application is incomplete and invalid, within 03 days from the date of receipt of the application, the licensing agency shall notify the organization or individual to supplement and complete the application. The time for completing the application is not included in the time for granting the license specified at Point c of this Clause;

c) Within 16 working days from the date of receipt of complete and valid dossiers specified in Clauses 1 and 2 of this Article, the licensing agency is responsible for reviewing and appraising the dossiers, examining the actual conditions of the application. and issue licenses to organizations and individuals. The form of a license to produce and trade in chemicals restricted from production and business in the industrial sector is specified in Appendix VI of this Decree. In case of refusal to grant a license, the licensing authority must reply in writing, clearly stating the reason.

V. Authority

a) The Ministry of Industry and Trade is responsible for organizing the appraisal and granting, re-granting and adjusting the License to produce and trade in chemicals restricted from production and business in the industrial domain; prescribe the application forms specified in this Article; formulating and implementing plans for periodic inspection and examination or irregular inspection and examination when necessary, for production and trading of chemicals restricted from production and business in the industrial sector;

b) Departments of Industry and Trade of provinces and centrally run cities shall inspect, examine and supervise the implementation of regulations related to the process of chemical activities restricted from production and business by organizations and individuals. , individuals in the area under their management, report the inspection results to the Ministry of Industry and Trade. In case an organization or individual no longer meets the conditions specified in Article 15 of this Decree, the Service of Industry and Trade shall request the Ministry of Industry and Trade to consider and handle it.

To save time learning about the law, filling out forms, waiting to submit the dossier, you can contact HT for advice and support for Vietnam chemical license.

Contact us

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

15/07/202219/07/2022

The procedure for establishing an online education company

Today, online education is a potential field in the Vietnamese market. However, many investors are still wondering how to do this business line by the law.

Therefore, in this article, HT will provide detailed information about the types of licenses required to run an online education business legally in Vietnam.

1. Investment Registration Certificate (IRC) (only for foreign investors)

According to the WTO Commitments Schedule, Vietnam has fully opened up to other educational services (CPC 929).

Pursuant to Decision No. 27/2018/QD-TTg, for other education not elsewhere classified (8559), teaching can be conducted in many different environments, such as at the units or client’s training facilities, educational institutions, workplaces, or homes, possibly through correspondence, television, internet, in classrooms or by other means.

Thus, foreign investors can establish a company with 100% foreign capital to conduct online education business with other education not elsewhere classified sector (8559).

Estimated time to be issued IRC: 15-20 working days from the date of application.

Issuing agency: Department of Planning and Investment of the province or central-affiliated city where the enterprise is located.

2. Enterprise Registration Certificate (ERC)

“Certificate of Enterprise Registration means a physical or electronic document bearing enterprise registration information provided for the enterprise by a business registration authority.”

Estimated time to be issued IRC: 5-7 working days from the date of application.

Issuing agency: Department of Planning and Investment of the province or central-affiliated city where the enterprise is located.

3. Notice of goods sale application with the Ministry of Industry and Trade (if applicable)

In case the company to be established uses its app (application) to teach online in combination with selling courses and paying money on that application, this application will be considered a goods sale application and must implement the notification procedure to the Ministry of Industry and Trade. In the case of using currently available application such as Google Meet, Zoom, Microsoft Team, etc., the procedure is not required.

Pursuant to Clause 2, Article 3 of Circular No. 59/2015/TT-BCT: “Goods sale application means an e-commerce application on mobile equipment established by a trader or an organization or individual serving its/his/her trade promotion activities, goods sale or service provision.”

Process of notification of goods sale applications

Step 1: The enterprise shall register for an account and log in on the e-commerce management portal (www.online.gov.vn) by providing the following information:

– The website owner’s name;

– Business registration No. of traders or Establishment decision No. of organizations, or personnel tax codes of individuals;

– Business lines;

– Addresses of traders and organizations’ head offices or permanent addresses of individuals;

– Contact information

Step 2: Within three working days, the enterprise shall receive results from the Ministry of Industry and Trade via registered emails regarding one of the following subject matters:

– If registration information for an account is adequate, the enterprise shall be granted an account and proceed Step 3:

– If registration is rejected or additional information is required, the enterprise shall carry out the registration again or provide additional information as requested.

Step 3: After being granted an account for access to the system, the enterprise shall carry out logging on, select goods sale e-commerce application registration and fill in the forms as instructed.

Step 4: Within three working days, the enterprise shall receive responses from the Ministry of Industry and Trade via registered emails regarding one of the following subject matters:

– Confirmations that the declared information is adequate and eligible;

– Notification that the declared information is inadequate or invalid; In this case, the enterprise shall return to Step 3 or providing additional information as requested. Within 10 working days since receipt of request for additional information in Step 4, if the enterprise doesn’t response, the notification dossier will be terminated and must proceed to notify the dossier from Step 3 again.

Step 5: After three working days from the date of receipt of complete and valid notification dossiers, the Ministry of Industry and Trade shall send to the enterprise via a registered email a code segment for insertion into the online shopping website and displayed onscreen as a “notified” sign.

To save time learning about the law, filling out forms, waiting to submit the dossier, you can contact HT for advice and support for Setting up an online education company.

Contact us

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

15/07/202207/09/2022

Compare Representative Office with Branch of Enterprise in Vietnam

1. Legal basics

– Article 44, 45 Law on Enterprises 2020.

– Article 31 Decree 01/2021/NĐ-CP on enterprise registration.

– Circular 47/2019/TT-BTC on prescribing the rates of charges for provision of enterprise information and fees for enterprise registration and charge and fee collection, remittance, management and use.

2. Compare Representative Office with Branch of enterprise in Vietnam

Criteria	Representative Office	Branch
Definition	A Representative Office of an enterprise is its dependent unit which acts as the enterprise’s authorized representative, represents and protects the enterprise’s interests. A representative office shall not do business.	A Branch of an enterprise is its dependent unit which has some or all functions of the enterprise, including an authorized representative. The business lines of a branch shall match those of the enterprise.
Dossier	1. A notification of establishment of Representative office/Branch 2. The notarized copy of the resolution or decision and the copy of the minutes of meeting of the Board of Members of the multi-member limited liability company or partnership, or of the General Meeting of Shareholders of the joint-stock company; the copy of the resolution or decision of the owner of the single-member limited liability company on establishment of Representative office/Branch. 3. A notarized copy of the identity card/citizen identity card/passport of the head of the Representative Office/Branch; 4. The notarized copy Enterprise Registration Certificate; Investment Registration Certificate (if applicable).
Quantity of dossier	01
Place of issuance	Business Registration Office at Planning and Investment Department where located the Representative Office address of Company.
Order of processing	Step 1: Submit application for establishment of Representative Office/Branch at the Business Registration Office where the Representative Office/Branch is located through the National Portal on Business Registration (https://dangkykinhdoanh.gov.vn). Bước 2: Business Registration Office shall issue Representative Office/ Branch Registration Certificate (if the documents are valid). If the documents are invalid, Business Registration Room shall notify in writing the contents that need to be amended or supplemented to the enterprise.
Time	03 working days from the date of receipt of valid documents
Stamp	The enterprise shall decide the type, quantity, design and content of its seal and the seals of its Representative office/Branch The management and storage of seals shall comply with the company’s charter or regulations of the Representative office/Branch that owns the seal. Seals shall be used by enterprises in transactions as prescribed by law.
Fee	- Waiver of fee for issuance of Representative Office/ Branch Registration Certificate. - Fee for publication of registered contents of Representative Office/ Branch: 100.000 VND.

To save time learning about the law, filling out forms, waiting to submit the dossier, you can contact HT for advice and support for Setting up Representative Office and Branch.

Contact us

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.

15/07/202218/07/2022

Representative office vs Branch: which one is better for foreign investor in Vietnam

1. Legal basics

- Commercial Law No. 36/2005/QH11 dated 14/06/2005 of The National Assembly
- Decree 07/2016/NĐ-CP dated 25/01/2016 of The Government on detailing the Commercial Law regarding Vietnam-based representative offices and branches of foreign traders.
- Circular 143/2016/TT-BTC dated 26/09/2016 of Ministry of Finance on fees for processing applications for the license to establish representative offices of foreign trade promotion organizations or foreign traders in Vietnam, and the collection and transfer thereof.

2. The issues of granting Representative Office/ Branch Establishment licenses

Criteria	Representative Office	Branch
Conditions to grant license	- The foreign trader has been established or has registered its operation under the law of a country or territory being parties to treaties to which Vietnam is a signatory or is recognized by the aforesaid countries or territories; - In case the foreign trader’s business registration certificate or equivalent paper indicates its term of operation, the remaining term must be at least one year by the date of submission of the application; - Where the scope of operation of the representative office is inconsistent with Vietnam’s Commitments or the foreign trader is not located in the country or territory being party to treaties to which Vietnam is a signatory, the representative office can be established only if relevant Ministers, Heads of ministerial agencies (hereinafter referred to as “relevant Ministers”) have given approval for establishment of the representative office.
	The foreign trader has been operating for at least one year since its establishment or business registration;	The foreign trader has been operating for at least 5 years since its establishment or business registration;
	The scope of operation of the representative office is consistent with that in Vietnam’s Commitments to treaties to which Vietnam is a signatory	The scope of operation of the branch is conformable with Vietnam’s Commitments to market access stipulated in treaties to which Vietnam is a signatory shall be consistent with lines of business of the foreign trader
License term	Representative office/ Branch establishment license shall be valid for 05 years but not exceeding the remaining effective period of the Certificate of Business Registration or the equivalent (for documents having expiry date)
Order of processing	Step 1: Submit the dossier directly, by post or online to the licensing agency of a locality where its representative office/ branch is planned to be located (The provincial-level Industry and Trade Department / the management board for Representative office)/ The Ministry of Industry and Trade (for Branch). Step 2: Within 3 working days after receiving the dossier, the licensing agency shall check and request the applicant to supplement its dossier if it is neither complete nor valid. The request for supplementation to the dossier shall be made only once during the handling of the dossier. Step 3: Within 7 working days after receiving a complete and valid dossier, the licensing agency shall grant to the foreign trader a representative office /branch establishment license or refuse to grant it. In case of refusal, the licensing agency shall issue a document clearly stating the reason.
Dossier	1. An application for a representative office/ branch establishment license. 2. A certified copy of the business registration certificate or equivalent paper of the foreign trader. 3. The foreign trader’s document on appointment of head of the representative office/ branch. 4. Certified copies of audited financial statements or documents proving the fulfillment of tax liabilities or financial obligations in the latest fiscal year or equivalent paper issued or certified by a competent agency or organization of the locality where the foreign trader was established proving the actual existence and operation of the foreign trader in the latest fiscal year. 5. A certified copy of the passport, people’ identity card or citizen’s identity card (for a Vietnamese) or a copy of the passport (for a foreigner) of the head of the representative office/ branch. 6. Documents on the expected location of the representative office/ branch’s office, comprising: - A certified copy of the memo of understanding or location rental agreement or a document proving the right to use the location for opening the representative office/ branch; - A certified copy of the document on the expected location of the representative office/ branch which comply with Vietnamese regulations on security and order, occupational safety and health and other conditions
Dossier		7. A certified copy of the branch’s charter.
Place of issuance	The provincial-level Industry and Trade Department of a locality in which a representative office is scheduled to be located outside industrial parks, export processing zones, economic zones and hi-tech parks The management board of an industrial park, export-processing zone, economic zone or hi-tech park.	The Ministry of Industry and Trade may grant, re-grant, modify, extend or revoke the establishment license and terminate operation of a branch in case the establishment of such branch has not been regulated by any specialized legal document.
Settlement time	- For normal cases: 07 working days from the date of receipt of complete and valid dossiers. - For special cases: 13 working days from the date of receipt of complete and valid dossiers.
Fee	3.000.000 VND
Note	- In case the scope of operation of the representative office/branch is inconsistent with Vietnam’s Commitments or the foreign trader is not located in the country or territory being party to treaties to which Vietnam is a signatory and the case in which the establishment of representative office/ branch has not yet been regulated in any specialized legal document, the licensing agency shall submit a written request for directions to the relevant Ministry before granting or refusing to grant representative office/ branch establishment licenses to foreign trader.

To save time learning about the law, filling out forms, waiting to submit the dossier, you can contact HT for advice and support for Setting up Representative Office and Branch in Vietnam.

Contact us

- Email: hue.truong@htlaw.vn
- Phone number: +84 935 439 454.