ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

Thứ Ba, 22 tháng 5, 2018

Preferential Policies When Investing in DaNang Hi-Tech Park

Danang has been growing to become attractive destination for investment due to favourable conditions offered by the city administration to bring foreign investor investing into hi-tech park.

Danang is one of the five large cities of Vietnam and is the key economic hub of Central Vietnam. The location of Danang is one of the important gateway to the sea of the Central Highlands and Laos, Cambodia and Thailand to the Northeast Asia countries through the East-West Economic Corridor, and located in one of the international sea routes and air routes. Danang has a geographic location that is particularly conducive to rapid and sustainable development.



Danang Hi-tech Park was established in accordance with Decision No.1979/QD-TTg dated October 28th2010, after two Hi-tech Parks in Hanoi and Ho Chi Minh City, with the hope of developing the science and technology of Da Nang, the Central Region and Central Highlands of Vietnam. Covering an area of 1,129.76 hectares and the infrastructure is gradually being completed with production areas, research and development, training and nursery enterprises, administrative management, housing, logistics, logistics and high- tech services. Da Nang Hi-tech Park is expected to be the attractive place where domestic and foreign investors favourable infrastructure and incentives. Danang Hi-tech Park shall give priority to the setting up of company in high-tech areas i.e. bio-technology for agriculture, fisheries and health; microelectronics, mechatronics and optoelectronics, automation and precision engineering; information technology, communication, informatics software; petrochemical service technology. Danang is a priority city for the development of environmentally friendly industries and services, therefore investors will not be allowed to trade in industries that threaten to pollute the environment and affect national security or industries using obsolete technologies.

In addition to the infrastructure development, Danang also offers investment incentives to attract domestic and foreign investors to invest in Danang Hi-tech Park such as Decision No. 36/2013/QD-UBND and most recently Decree No. 04/2018/ND-CP will take effect from February. Decree No. 04/2018/ND-CP has given great investment incentives to investors when investing in Danang Hi-tech park. Having policies to attract domestic investment and FDI, whereby investors invest in Danang Hi-tech Park will be exempted from all or part of land rent and site clearance in some specific cases. In addition, when investing in Danang Hi-tech Park, the enterprises will be entitled to corporate income tax incentives for 15 to 30 years and exemption on corporate income tax for 4 years, and reduction of 50% for 9 years later to enterprise having new investment projects. Goods imported to be fixed assets in Hi-tech Park or machinery and equipment which cannot be produced at domestic will be exempted from import tax. In addition, experts and workers who are foreigners/overseas Vietnamese working in Hi-tech park and their family members may be considered for issuance of multiple entry and exit visas with appropriate time limits for entry purposes in accordance with the laws.

The economics of Danang is growing and the special incentives have been offered to attract investment from the city administration. This is the opportunities for investors both domestic and foreigners to invest in Danang.

ANT Lawyers is a law firm in Vietnam located in the business centers of Hanoi, Danang and Ho Chi Minh City. We provide convenient access to our clients. Please contact us to book your time in advanced to let us provide our best service. 



Call us at (+84) 24 32 23 27 71 or send us email ant@antlawyers.vn

Chủ Nhật, 20 tháng 5, 2018

The Purposes of Using Criminal Record Card

Under Clause 1, Article 2 of the Law on Criminal Record 2009, criminal record card is the records on the previous convictions of a person that is sentenced under valid court judgments or decisions, and banning individual from holding position, establishing or managing enterprises and cooperatives in cases where the enterprises or cooperatives are declared bankrupt by the court.


Article 7 – The Law on Criminal Record 2009 regulates that the following individual, agencies and organizations may request competent agencies to issue Criminal Record card:

Vietnamese citizens and foreigners who have been or are residing in Vietnam have the right to request the issuance of their criminal record cards;

Proceeding agencies may request the issuance of criminal record card for investigation, prosecution and trial;

State agencies, political organizations and socio-political organizations may request the issuance of criminal record to serve the personnel management, business registration, establishment and management of enterprises and cooperatives.

Criminal record cards include:

a/ Criminal record card no.1 is issued to individual, agencies and organizations defined in Clauses 1 and 3, Article 7 of this Law;

b/ Criminal record card no.2 is issued to agencies conducting the proceedings, defined in Clause 2, Article 7 of this Law and issued at the request of the individual so that he/she can know the contents of his/her criminal resume.

The basic difference of these two types is that the criminal record card no.1 only records the sentence has not been removed. If the case has been deleted, it will state “no criminal record”. The criminal record card no.2 records all previous criminal convictions regardless of whether they were deleted or not.


Thứ Tư, 16 tháng 5, 2018

Equity of PPP investors must make up 20% of total investment

HCMC – Investors involved in projects under the public-private partnership (PPP) must have equity accounting for at least 20% of total investment capital, according to a recently released decree of the Government.

Decree 63/2018 issued early this month to replace Decree 15/2015 will come into force on June 19, 2018, with some radical revisions, one of which is an equity requirement of 20% instead of 15%. However, this rule only applies to projects worth less than VND1.5 trillion or roughly US$65 million.


With projects whose total investments are over VND1.5 trillion, the ratio of equity cannot be lower than 20% of the VND1.5-trillion amount and is not smaller than 10% of the remaining amount. 

The involvement of the State in PPP projects includes capital contributed by the State, payments for investors, land, office space, infrastructure handed over to investors, business rights transferred to investors in case of build-transfer (BT) contracts, capital to assist construction of supporting works, compensation, site clearance and resettlement.


Meanwhile, Decree 15/2015 limits State investments in PPP projects to State capital, government bonds, municipal bonds, official development assistance (ODA) capital, and concessional loans from international donors.

According to the Ministry of Planning and Investment, the old decree restricts the participation of other legal public capital sources, which hence does not make it attractive to investors.

Regarding project transfers, the new decree provides tighter conditions than the old one. In particular, Decree 15/2015 allows an investor to transfer partial or entire rights and obligations in a certain project to the lender or another investor, even when the project is being implemented or is already finished.

Meanwhile, under Decree 63/2018, the investor can transfer partial or entire rights and duties in the project to the lender or another investor after construction work is done or when the project is in operation.

Regarding investment incentives, investors are given preferential corporate income tax, and get land use fees exempted or reduced while implementing the project.

In addition, legal assets of investors are not nationalized or seized with administrative measures.

In case of asset seizure for security purposes, investors will get compensation.



Source: The Saigon Times

Thứ Ba, 15 tháng 5, 2018

Scope of works of Mergers and Acquisition Lawyers

Due to the globalization of markets, intensification of competition in the business world, beginning of mass privatization, intensive development of private and mixed forms of companies, Mergers and acquisitions have become quite common. These days, companies agree to Mergers and acquisitions to make changes in their business operations, both quantitatively and qualitatively within a short period of time. But, the bitter truth is that most of the M & A transaction fail to get the predictable success and all those companies that go under transaction suffer a great loss in the long run.


If you handle a company or a business organization and mulling to strike an M & A transaction, it will be advantageous for you to seek the legal consultation from mergers and acquisition lawyers. They can help you in many ways. Some key points are detailed here below. Just wade through it carefully. You will be able to know how helpful they are in M & A transactions:

1. To Prepare Grounds For Mergers And Acquisitions

In simple words, Merger is a process in which the assets and operations of the two different companies are joined and controlled by the management of a new company which comprises shareholders, employees, investors, CEOs, Managers, etc, of the original companies. On the other hand, an acquisition is a process in which one company obtains control over another by acquiring a controlling stake with the right to vote.

Mergers and acquisitions of companies or business firms are regulated by different laws. Most of the companies are unfamiliar with the rapidly changing laws in this regard and they end of making mistakes unknowingly which may invite problems from the law enforcement agencies and the government in the long run.

Therefore, they must hire M&A law firms to conduct Mergers and acquisitions as per the existing law and avoid legal problems easily and quickly. Law firms have expert lawyers that can help you to prepare the terms and conditions for M & A transactions keeping its legal provisions in mind.

2. Company Valuation For Mergers And Acquisitions

As companies go under M & A transactions for development, improving competitiveness, increasing profitability, it is very important for them to evaluate the revenues and profits of the targeted companies, their production capacities, existing property rights to real estate objects, trademarks, intellectual property, licenses, client base, etc. It helps them to adequately determine the actual value of the company and suggest a legitimate price for M & A transactions. Financial and legal consultants, auditors, and independent appraisers can help you a lot in this regard and determine the actual worth of it by evaluating its sales, income tax returns, the value of properties, etc.

3. Protection From Legal Action Taken By Employees

Whenever Mergers and acquisitions take place, a newly created company fires several employees from the job to cut the operational cost, save the resources and use them for the advancement of the company. Always keep in mind that unlawful termination of employees can trigger several litigations against your company and dilute the future business opportunities up to a great extent. It will be good for you to find legal assistance from Mergers and Acquisition Lawyers. This will help you find the best talent for your company and discard the inferior ones without facing any legal trouble.

4. Mediation With Rival Parties

When companies go for Mergers and acquisitions, the business interests of various parties are affected, such as shareholders, investors, partners, CEOs, etc. It will be very difficult for a company to get involved in legal battles against all these parties and register victory without the appropriate preparation of cases. That is why, lawyers generally arrange the face-to-face meeting of these rival parties, discuss the point of discords and try to reach out a respectable solution through dialogue, mediation, and consultation. It is beneficial for all parties as they are able to solve their business disputes without getting involved in prolonged legal battles and wasting their resources.

5. Determination Of Tax Liabilities

When the size and business of your company grow after signing an M & A transaction, tax liabilities are also increased. But, every businessman wants to pay the minimum tax so that he can make progress in the business and expand it fuhrer. A lawyer can help you to easily determine your actual tax liabilities as per the law and save some of your resources.



Collect: Quora

Thứ Năm, 10 tháng 5, 2018

How Confidentiality Agreements Important In Mergers & Acquisitions Transactions

These days, Mergers and acquisitions are highly popular in the business world. Previously, M&A transactions were mainly an instrument for a company expansion and one of the most desired kinds of investments

in developed countries, but M&A transactions are being held continuously all across the world. The purpose of a merger or acquisition transaction can be both a strategic expansion of business (market share, technology, geography, etc,), and a financial purchase for resale or public offering of shares. In some cases, & A transactions can be aimed at eliminating a competitor and blocking its development.


In Mergers and acquisitions, Confidentiality Agreements plays an important role. It helps business organizations to maintain the privacy of their assets, trade secrets, future business expansion plan, etc. Have a look at some main advantages of the Confidentiality agreement in M&A transactions.

1. Involved Parties

Only the purchaser and the vendor parties that agree to the confidentiality agreement. If a company with only a few or no assets is getting the confidential information, the vendor may need a guarantor to the agreement. The guarantor has to ensure the parties that he/she will strictly follow his obligations under the confidentiality agreement. To take care of all these, you should hire Mergers and Acquisition Lawyers. They can supervise the activities of all the participants and make sure they are following the agreement without any fail.

2. Revealing The Secret Information

Generally, the confidentiality agreement notifies the ‘purpose’ of the agreement which includes the assessment by the purchaser and allowed individuals to review M&A transactions as per the deal. M&A Law Firms can play an important role here. They can supervise whether the authorized person is working properly or not. So, you must avail their legal consultation services and ensure the confidentiality of M&A transactions.

3. Things To Be Disclosed

All those parties that are involved in the confidentiality agreement are not allowed to reveal the sensitive information related to the companies. It has some exception too, such as

The allowed persons that are appointed to observe the confidentiality agreement. Professional advisors, employees, and party directors can be appointed as permitted persons. Those parties are required to know the confidential information to complete the M&A transactions. In some situations, where there are potential providers of finance, co-investors, and syndicates, parties may assume them as “allowed persons” and can communicate with them.

While exchanging highly sensitive information, the disclosing persons may need parties to make separate confidentiality agreements and exchange them with each other to maintain the privacy of their information at all costs.

4. Announcement For Public

Generally, parties involved in M&A transactions are supposed not to make the public announcement about their deals because it can create an environment of negativity for customers, suppliers, and employees. So, you should do the same. If there is any need to make the public announcement for the enlightenment of the stakeholders, you can do that in consultation with other involved parties.

5. Breach Of Agreement

If any party breaches the agreement, other involved individuals can solve the matter through dialogue or take the legal route to protect the deal. M&A Law Firms can help you a lot in this regard. Just explain each and everything very well and get the things done.

6. Exemption

The confidentiality agreement in M&A transaction is not applied on the following:

Information which is already available in the public domain,

Information which is already occupied by some legally before the deal,

Information which is disclosed to 3 parties that are not supposed to keep the privacy of the deal and

Information which the other party made public with the prior approval of the disclosing party.

7. Termination Of The Deal

All involved parties generally agree to maintain the privacy of their information for 1-2 years once the deal is reached. In some cases, if you need, you can come out of the deal if it is no longer beneficial for you and your business. For this, you need to inform other parties as agreed in the deal.

Final Words:

In M&A transactions, there is a huge importance of keeping the important information private and confidential to make progress sooner or later. The above-mentioned points show the importance of Confidentiality Agreements in M&A transactions.
Source: Quora

Thứ Ba, 8 tháng 5, 2018

What is the process of setting up a business by a foreigner in Vietnam?

Vietnam government passed the new law on Investment No. 67/2014/QH13 (New LOI) in 2014, and the new law on Enterprises No. 68/2014/QH13 (New LOE), which replace the previous laws as from July 1, 2015. Certain notable provisions of the new laws are asbelow.


● Requirements Capital: There is no requirements on foreign investment amount and registered capital in Vietnam. But registered capital can not less than 30% of total investment amount. The registered capital of encouraged/ large investment project can be reduced to 20%.

● Structure Foreign investors (company/ individual) can adopt one among following three structures when setting up company/ factory in Vietnam:

1. Direct investment by foreign company / individual; 

2. Indirect Investment through one holding company (single holding ); 

3. Indirect investment through two holding companies (double holding ).

The 2nd and/or 3rd structure is widely used. There are some advantages through holding company: 

1. Unlimited deferred offshore profits which can be used for re-investment; 

2. Limited liability on overseas lawsuits (civil and criminal ), and financial liabilities against parent company. 

The disadvantages of the single holding structure will occur when selling foreign assets, the parent company will be taxed for the profits. The parent company/individual will be exposed to unpredictable foreign risks and faces double-taxation problems. Therefore, the third structure - double holding is recommended.

● Procedures:

1. Setting up offshore holding company; 

2. Collecting holding company documents; 

3. Documents translation/ embassy notarization; 

4. Checking proposed Vietnam company name; 

5. Prepare the M&A and application form; 

6. Evaluation of investment project by related authorities; 


8. Publish in newspaper gazette; 

9. Seal registration, open bank account; 

10. Tax, customs, and environmental protection registration.

Source: Quora

Thứ Hai, 7 tháng 5, 2018

Is Vietnam's government stable enough to smoothly set-up a foreign start-up business?

Vietnam became the 150th member of the World Trade Organisation (WHO) in 2007. This opened the entranceway for foreigners to get and operate businesses in Vietnam. Individuals and organisations are permitted to choose their area of investment, the structure of their business and the technique where capital is raised, so long as their choices are in compliance with Vietnamese law, international treaties and commitments.


Before starting a business in Vietnam, there are a few things you should keep in mind:

Setting-up a foreign-owned business in Vietnam can be done and even encouraged by the Vietnamese government, although the laws are complex and the procedure could be complicated. Modern business law is in its infancy in Vietnam. Regulations could be incomplete, ambiguous and at the mercy of conflicting interpretations by different government agencies. Getting the help of a skilled and well-connected Vietnamese lawyer is strongly suggested.

Foreigners are permitted to possess and operate their own businesses in Vietnam, either through indirect or direct foreign investment. Indirect investment could be created by individuals or organisations that may buy shares in Vietnamese firms or invest through stocks, investment funds or use other intermediate financial instruments. Businesses that are wholly foreign-owned or are taking part in joint ventures with a Vietnamese business are believed to be foreign direct investments (or FDI).

Exercising rights of importation and distribution:

According to regulated at Provision 1, Article 4, Decree 23/2007/ND-CP dated February 12 2007 of the federal government providing detailed guidance of Law of Commerce’s regulations on goods trading and directly related activities of FIEs in Vietnam (So called known as “Decree 23/2007/ND-CP”), an FIE is permitted exercise its rights to import and distribute goods in Vietnam if it meets the next requirements:

- The Investor is from a country or territory which really is a member of international treaties to which Vietnam is engaged and focused on open markets for goods trading activities and related;

- Type of investment should be in keeping with the roadmap of commitments under international treaties to which Vietnam is an associate and relative to regulations of Vietnam;

- Goods and services should be relative to market opening commitments of Vietnam and with of regulations of Vietnam;

- Scope of operation should be relative to the marketplace access commitments of Vietnam and with regulations of Vietnam;

- The business gets the approval of the competent authorities in Vietnam.

According to Vietnam's commitments to the WTO, since 2009, foreign investors have entitlement to import and distribute goods by means of a company with 100% foreign capital.

To guarantee the eligibility for licensing, as well as the above conditions, you additionally have to guarantee the following requirements:

- You must be considered a manufacturer of electric and electronic products likely to be distributed in Vietnam or be considered a trusted trader of electric and electronic products in the your country;

- The results of business operation in the your country should be positive, shown in the audited financial statements of the last 2 yrs;

- Registered office of the business or wholesale, shops must be in keeping with the look of Vietnam. Normally, investors will need to have accommodations office within a workplace for the Company’s hq and/ or a location for wholesale and retail at a planned-in-advance trade center;

- Investment capital should be sufficient to guarantee the feasibility to implement business projects in Vietnam.

Vietnam is among the better places in Asia for for foreign investors - given its recent rises in number of national economic centers, industrial parks, rental factory, and warehouses. Even though Vietnamese government is encouraging foreign investors (as a way to bring in foreign currency), they are not paying enough attention to improve the legal procedure and legal structure in regards to foreign investment.

Source: quora

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