Transportation Costs and Risk Exposure

Foreign entities have found Vietnam as an increasing attractive destination for investment. They could consider entering Vietnam in various forms, including setting up representative offices.

“A representative office is a dependent unit of the enterprise, having the task of representing under authorization the interests of the enterprise and protecting such interests” (Clause 2 of article 45, Law on Enterprises 2014). “Representative office shall perform the functions of liaison offices, market surveys, promotion of business opportunities for traders they represent, excluding those in which the establishment of representative offices in that field, it is stipulated in specialized legal documents” (Article 30 – Decree No.07/2016/ND-CP decree detailed regulations on establishment of representative offices or branches of foreign traders in Vietnam under Laws on Commerce).

A representative office is a dependent unit of a foreign enterprise in Vietnam, and it acts under the authorization of foreign enterprises. Representative office shall not conduct business activities therefore, the tax obligations of the representative office are limited, such as:

Firstly, as representative office does not involve profit making activity, hence there are no Value Added Tax, Corporate Income Tax, Annual Due incurred.

Secondly, representative office has to register its tax code, to deduct and pay Personal Income Tax on behalf of its employees working in the representative office or deduct and pay contractor taxes for foreign sub-contractors (if any).

The Ministry of Industry and Trade has recently issued Circular 16/2017/TT-BCT on project development and the model purchase contract for solar power projects.

Accordingly, the grid connected solar power investment projects are regulated as follows:

– The investor can only set up a solar power investment project included in the provincial and national level solar-power development plan; or provincial and national power development plan that are approved.

– The contents of the solar power investment project must comply with the regulations on management of investment in construction and the following requirements:

+ Evaluate the impact of solar power project connection plan on the power system in the area.

+ Having equipment connected to the SCADA system or moderation information so that the forecast information on electricity output can be transmitted per hour to the regulated agency.

– The equity ratio of grid connected solar power projects should not less than 20% of the total investment.

– The area of long-term land use shall not exceed 1.2 ha/01 MWp.

Circular 16/2017/TT-BCT takes effect on October 26th 2017.

At ANT Lawyers, we represent clients in infrastructure, energy and resource projects. We are exclusive Vietnam law firm member of Prae Legal, a global law firm network with more than 150 law firm members globally. For cross-border transactions, the team coordinates and utilizes relevant Prae Legal member offices to provide necessary advice on local laws, taking into account the client’s needs in Vietnam. For inbound and domestic transactions, our project lawyers advise on Vietnam laws to review and prepare documentation for licensing application where foreign investors are involved.

We have been involved in several major projects:

Telecommunications

· Nortel Networks Canada, a contractor in HTC infrastructure mobile networks project for Vietnam Mobile operator;

Construction and Energy Project

· Toshiba Corporation,

· Mitsui Engineering & Shipbuilding Co.,

· IHI Corporation

· CTCI Corporation, EPC consortium in Van Phong Power Plant in Khanh Hoa province;

Energy and power

· ASIA RENERGY, in Thuan Nhien Phong Wind Power plant in Binh Thuan province.

Please contact us through email ant@antlawyers.vn, call our office at +84 28 730 86 529 or talk to our partner directly at +84 912 817 823.

Let ANT Lawyers help your business in Vietnam.

Cosmetics are areas of highly regulated in Vietnam as they apply on human and could create health concern. Hence, cosmetics imported into Vietnam have to be applied special procedures to ensure safety. Cosmetics regulations in Vietnam would lay out provisions that importers and manufacturers to follow.

To carry out the Combination Convention in the cosmetic management which has been signed by countries are member of the Association of Southeast Asian Nations on September 2nd, 2003 (commonly called ASEAN Cosmetic Convention), the Ministry of Health of Vietnam issued Circular 06/2011/TT-BYT on Cosmetic Management.

The Circular dated January 25th, 2011 regulating the management of cosmetic products manufactured in the country, as well as cosmetics imported for circular in Vietnam. Besides, the cosmetic regulations is also provided in related provisions.

According to the Vietnam cosmetic regulations, cosmetic product must be construed as a substance or a preparation which is used for touch with outside parts of human body (skin, hair system, finger nails, toenails, lip, and outside reproduction organ) or teeth and mouth mucous membrane with main purpose in order to cleanse, aromatize, change the outward characteristics, form, adjust body’s smell, safeguard body, or maintain the human body in good condition. In addition to the products being grouped as cosmetic products such as: creams, emulsion, lotions, gels and oils for skin (group 1); tinted bases (group 2); toilet soaps, deodorant soaps (group 3); … some products are not classified as cosmetic.

Under Vietnam law, a cosmetic product made in Vietnam or imported into Vietnam must go through procedure of proclamation before being is sold on the market. In particular, organizations or individuals circulating the cosmetic products on the market have to be responsible for obtaining permissions through cosmetic product proclamation from authority agencies as well as responsible for safety, effectiveness, and quality of product.

For exporting cosmetic, the exporter needs to obtain the Certificate of Free Sale (CFS) as regulated. CFS is issued when such domestic cosmetic is issued the cosmetic product proclamation receipt number by competent state management agency. For importing cosmetic, enterprises are only allowed to import the cosmetic into Vietnam when presenting to the Customs agency the valid receipt number of cosmetic product proclamation report which has been issued by the Medicine Management Department – the Health Ministry. However, Vietnam law also provide import of cosmetic in some special situations which are not obligated to implement the cosmetic product proclamation as the following:

– Organization or individual who imports cosmetic in order to study and experiment;

– The organizations, individuals who receive cosmetic as gifts;

– The organizations, individuals who import cosmetic for displaying at fair, gallery and other temporary import for re-export situations.

For manufacturing cosmetic, the cosmetic regulations require the organizations which manufacture the cosmetic must deploy to apply and satisfy principles, the “cosmetic good manufacturing practice” standard of the Asian Southeast Association Nations (CGMP-ASEAN).

Besides, compliance with the other requirements such as labeling, safety of ingredients, cosmetic advertising is also required.

We understand chasing late payment is costly and time consuming. At ANT Lawyers, a law firm in Vietnam with offices in Ho Chi Minh City and Hanoi, we could act on client’s behalf in dealing with the debtor, and in the meantime do a thorough research on debtors’ assets for payment obligations for evaluation of options to reclaim the debts. Debt recovery lawyers at ANT Lawyers Vietnam beside other legal profession skills are equipped with mediation, an alternative dispute resolution skill that helps handling disputes effectively and professionally. If pre-litigation efforts fail, we will look at an alternative strategy and taking legal actions will be the last resort.

We have experience in dealing with debt recovery cases for clients being exporters, insurance companies from EU, US, Canada, Australia, Hong Kong. ANT Lawyers is an exclusive Vietnam law firm member of Prae Legal, an international law firm network. We do act as Vietnam agent for one of the largest debt recovery specialist firms of its kind from the UK. ANT Lawyers is also an official member of World Mediation Organization, a global mediation organization in Berlin, Germany which foster and promote mediation practice throughout the world. Lawyers at ANT Lawyers regularly undertake training and seminar in mediation to public free of charge to promote the mediation practice in Vietnam.

If you need help in addressing debt recovery and litigation issues, please either email us at ant@antlawyers.vn or call to our office at: +84 28 730 86 529.

Let ANT Lawyers help your business in Vietnam.