After enterprise established, there are essential tasks that investors must take to begin operations and ensure compliance with Vietnamese law. These tasks include rechecking business registration information, creating a register book for members or shareholders, and opening a payment account among others.
1. Checking business registration information
After enterprise established, investors need to check the information of their enterprises on:
- Enterprise Registration Certificate
- National Business Registration Portal
In case there is any error in the Enterprise Registration Certificate, investors need to request adjustments either upon receiving it or by submitting a request for revision to the business registration office where the enterprise is headquartered.
2. Making and keeping the register book of members or shareholders
The register book of members in the case of a limited liability company (LLC) or of shareholders in the case of a joint stock company (JSC) is a legal document recording the value of contributed capital of each member or shareholder. Accordingly, the capital contributor will become a member of a LLC or shareholders of a JSC:
- from the time of payment of the contributed capital, and
- their information shall be fully recorded in the register book of members or shareholders.
Note:
- It is mandatory to make and keep a register book of members or shareholders at the company’s headquarters.
- Recording member information in the register book is closely related to the timing of establishing the rights and obligations of members or shareholders.
3. Opening a payment account at a bank
According to the provisions of Vietnamese law, expenditures with invoices valued at 20 million VND or more need to be paid through a payment account opened at a bank or foreign bank branch licensed to operate in Vietnam. These expenditures will be deducted for value-added tax and recorded as deductible expenses when calculating company income tax.
However, businesses need to note exceptional cases regarding the purchase invoices of:
- agricultural, forestry, and fishery products directly from the producers;
- handmade products;
- defense and security contributions.
4. Registering value-added invoices
According to current regulations, enterprises must use e-invoices instead of self-printed or ordered paper invoices.
Note:
- Businesses need to ensure compliance with regulations on tax administration and value-added tax deduction when calculating enterprise income, which include:
- Required information on e-invoices;
- E-invoice usage and management.
5. Declaring and paying licensing fees
Newly enterprise established must declare and pay licensing fees within 30 days from the date of issuance of an Enterprise Registration Certificate or Investment Registration Certificate.
Due date: No later than the last day of the month when their business production and operations begin.
The amount of licensing fees payable is based on the enterprise’s inputted capital, specifically:
- Capital under 10 billion VND: Licensing fee is 2 million VND.
- Capital above 10 billion VND: Licensing fees is 03 million VND.
- Capital over 100 billion VND: Licensing fees is 05 million VND.
In case the newly established enterprise is granted tax registration and tax identification number and enterprise identification number within:
- The first 6 months of the year: The licensing fees for the whole year shall be paid.
- The last 6 months of the year: 50% of the annual licensing fees shall be paid.
6. Hanging signboard
Enterprise signboards must be written and placed close to the gate or front of the head office, branch, representative office, or business location of enterprises.
Note:
- Abbreviated names, international transaction names, foreign language names on signboard must be placed below and in a smaller size than the full name in Vietnamese;
- Logos do not occupy more than 20% of the signboard area;
- The signboard may not display information or images advertising any type of goods or services.
7. Declaring and registering the use of labor
Enterprises must report the situation of using labor to the Department of Labor, War Invalids and Social Affairs where the enterprise’s headquarters are located within 30 days from the date of commencement of operation.
Note:
- For enterprises located within an industrial zone, it is necessary to make an additional labor management book and keep it at the headquarters.
- In Vietnam, it is compulsory for employees who enter into labor contracts to participate in social insurance, health insurance, and unemployment insurance.
8. Employing foreign workers
When there is a need to employ foreign employees, enterprises need to carry out procedures for applying for a work permit, except for some cases:
- Foreigners enter Vietnam within 03 months to conduct an offer of services, move within enterprises;
- Foreigners marry Vietnamese and live in the territory of Vietnam.
Note:
Enterprises are only allowed to recruit foreign nationals for managerial, executive, expert, and technical positions that Vietnamese employees cannot meet according to production and business needs.
9. Drafting Internal Labor Rules
Enterprises employing 10 or more employees must have internal labor rules registered at the Department of Labor, War Invalids, and Social Affairs. The registration must be done within 10 days from the date of promulgation of labor regulations.
Note:
The internal labor rules need to consult with the executive committee of the grassroots trade union or the immediate superior trade union before applying.
Explore our [Legal guide] to learn more about this post-enterprise establishment phase.
