Notable after the establishment of the enterprise

ARTICLES

Notable after the establishment of the enterprise

1. SOME SPECIFIC WORKS AN ENTERPRISES MUST DO

NO. SCOPE OF WORK  DURATION SANCTION FORMS
I.  THE OPERATION OF THE ENTERPRISE 
1.

Drafting the member register (in case of being Limited Liability Company), the shareholder register (in case of being Joint Stock Company); a certificate of capital contribution/of share ownership.

District economic office has the responsibility for controlling these dossiers. A sanction of VND 15,000,000 shall be imposed for the failure to provide dossiers as mentioned.
2. If the content of the business registration is changed, the enterprise is responsible for the registration of changes to the business registration authority. Within 10 working days from the date on which the enterprise decides to change business registration information. It may be administratively sanctioned up to VND 5.000.000 in case of notification of changes to the business registration information behind schedule.
3. Storing the enterprise’s documents at the headquarter prescribed in Law on Enterprises. It may be administratively sanctioned up to VND 15.000.000 as prescribed by Decree No. 50/2016/NĐ-CP due to failure of storing documents at the headquarter or another location prescribed in the company’s charter.
4. Being entitled to suspend the business, provided such the suspension is notified in written form about the time and the duration of the business suspension or time of resumption to the business registration authority and tax authority. At least 15 days before the business suspension or resumption. It may be administratively sanctioned up to VND 2.000.000 due to failure to notify or notify on time the business registration authority about the time and the duration of the business suspension or the resumption.
5. Contributing the capital to the company in full and in the type of assets as undertaken when registering the establishment of an enterprise. Within 90 days from the date of issuance of the enterprise registration certificate. Where a member/shareholder fails to contribute or fails to contribute in full the amount of the capital as undertaken upon expiry of the period, the company must register adjustment of its charter capital. Otherwise, it may be sanctioned up to VND 20.000.000. Besides, reduction of the charter capital, conversion of the type of business entity is required (if any) …
6. A signboard must be hoisted in the right content, position, beauty under Decree No. 103/2009/ND-CP. The tax authority may check the hoist of the enterprise’s signboard. A sanction is up to VND 15.000.000.
7. Notifying the opening of a new (or additional) bank account to the enterprise registration authority. 10 working days from the date on which the enterprise opens the account. It may be administratively sanctioned up to VND 5.000.000 in case of notification of changes to the business registration information behind the schedule.
II.  TAX 
8. Register applied accounting regime and chief accountant as prescribed at tax authority having direct authority over enterprises; tax declaration regardless of whether it arises. The enterprise shall lodge an application file for tax declaration on time as prescribed by law, namely:

  • Monthly tax declaration: At least the 20th of the month succeeding the month in which tax is incurred.
  • Quarterly tax declaration, provisional quarterly tax declaration: At least the 30th of the quarter succeeding the quarter in which tax is incurred.
  • Annual tax declaration: By the 30th of the first month of the calendar year.
It may be administratively sanctioned up to VND 5.000.000 depending on the deferral of tax declaration.
9. Drafting tax declaration dossiers and submitting the license tax to the tax authority in the locality where the enterprise has its head office. No later than the last day of the month of commencement of business operation, in case of establishing business facilities but not yet come into operation, fee payers have to make the declaration of licensing fees within 30 days from the date on which issuance of the business registration certificate. It may be administratively sanctioned up to VND 5.000.000 depending on the deferral of tax declaration. Besides, in the case late payment for tax debts shall add up at the daily rate of 0.03% of the overdue amount of tax.
10. Submitting statistical report, annual fiscal statement to tax authority. Duration of submitting annual fiscal statement is no more than 90 days from the end of the annual accounting period. It may be administratively sanctioned a warning or a fine up to VND 50.000.000 due to fiscal statement submission behind schedule, failure to submit the fiscal statement.
11. Electronic invoice. From 1st November 2020, every enterprise shall apply for the use of electronic invoices. It may be administratively sanctioned up to VND 50.000.000 relating to violations of invoices.
III. LABOUR 
12. Concluding an employment contract in writing. Where the enterprise employs the Employee working at least three (03) months before January 01st, 2021 and since January 01st, 2021 it is at least one (01) month. Depending on the number of employees, it may be administratively sanctioned up to VND 50.000.000 due to failure to enter into a written labour contract.
13. Applying for a work permit and temporary resident card for foreign employees. Before the expected date of employing foreign employees. It may be administratively sanctioned up to VND 150.000.000 if the enterprise employs the foreign employee without the work permit.
14. Issuing and registering internal labour regulations:

  • For the enterprise less than 10 employees: it is not required to issue the written internal labour regulations. However, the enterprise shall consult with the representative organization of employee prior issuance of the internal labour regulations.
  • For enterprise 10 employees and more: the enterprise shall issue their own written internal labour regulations with consideration taken of opinions offered by the representative organization of employees.
Within 10 days from the date of the issuance of the internal labor regulations. It may be administratively sanctioned up to VND 20.000.000 due to failure to issue the written internal labour regulations (for enterprise 10 employees and more) or failure to register the internal labour regulations.
15. Preparing the management book of employee. Within thirty (30) days from the date of commencement of operation and present it to the competent authority whenever requested. It may be administratively sanctioned up to VND 6.000.000 due to failure to prepare the management book of the employee; prepare the management book of employee late, give updates in case of any change in these books, etc.
16. Declaring the employment status. Within 30 days from the date of commencement of operation. It may be administratively sanctioned up to VND 6.000.000.
17. Participating in the social insurance. Where the employees work for an employment period of at least 03 months. It may be administratively sanctioned up to VND 150.000.000.

 

2. BLIGATIONS OF THE ENTERPRISE IN THE PROCESS OF THE OPERATION 

  1. To meet all business conditions when conducting business in the lines of business investment which are subject to conditions in accordance with the Law on Investment and to ensure maintenance of all such business investment conditions during the process of business operation.
  1. To organize accounting work and to prepare and submit truthful and accurate financial statements on time in accordance with the law on accounting and statistics.
  1. To declare and pay taxes and to perform other financial obligations as stipulated by the law.
  1. To ensure the lawful and legitimate rights and interests of employees in accordance with the labour law; not to discriminate between and offend the honour and dignity of employees in the enterprise; not to use forced labour and child labour; to support and facilitate its employees to participate in training to improve their qualifications and technical skill; to implement the regimes of social insurance, job loss insurance, health insurance and other insurance for employees under the law.
  1. To ensure and be responsible for the quality of goods and services in accordance with standards stipulated by the law or registered or declared standards.
  1. To fully and promptly perform the obligations regarding the registration of the enterprise, the registration of change to contents of the enterprise registration, public disclosure of information about the establishment and the operation, reporting and other obligations in accordance with this Law and other provisions of the relevant law.
  1. To be responsible for the honesty and accuracy of information declared in the application file for the enterprise registration and reports; and to promptly make amendments and additions to such information on the discovery of any information which was declared or reported inaccurately or incompletely.
  1. To comply with the law on intellectual property, national defense, security, social order and safety, gender equality, protection of natural resources and environment, protection of historical and cultural sites and places of scenic beauty.
  1. To perform obligations in respect of business ethics in order to ensure lawful rights and interests of customers and consumers.

Note: The above contents are provided based on the provisions of the Law of Vietnam. Depending on the timing, the rules of the above will be different. Therefore, Apolat Legal highly recommends your company before applying to re-check the validity of the content outlined above.

We wish your company to start off on the right foot and operate effectively. If you have any legal questions in the course of your activity, please contact us at: info@apolatlegal.com – 0911 357 477.

If you have any questions or require any additional information, please contact Apolat Legal – An International Law Firm in Viet Nam.

This article is for general information only and is not a substitute for legal advice.

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