Q: We are Testing, Adjusting and Balancing Company in Germany.We are eagerly interested in investment in Vietnam and be ready to documentation for Investment Certificate.
Could you please let me know Business Line code?
After installtion and operating facilities, we test, adjust and balance all facilities.It’s sub-procedure of Engineering.Wating for your response.
A: We refer with thanks to your email from which we were requested to advise on possibilities of setting up a foreign invested company for doing business of Testing and Analysis by a USA Company (hereinafter referred to as “Client”).
Therefore, we are grateful to set our legal services proposal for your review and consideration as follows:
1. BRIEF SUMMARY OF BACKGROUND AND OUR COMMENTS
In our experience, Testing and Analysis Services is one of the services that are belonged to the scope of CPC (Central Product Classification) 8676 and under the Vietnam’s WTO Commitment, foreign business entities engaging in this field shall only be permitted to conduct this business when they satisfy the following specific conditions:
a) Foreign investor is prestigious & effective supplier of such service shown through incorporation certificate, audited financial statements of two last years, catalog, brochure, certificate (if any);
b) Expected head office of the Foreign Invested Company (“FIC”) in Vietnam must be compliant with master plan of the City;
c) The charter capital of the FIC should be at least 100,000 US Dollars upward;
d) The technical equipment and machineries that shall be used for the project in Vietnam should be high quality in the world;
We also note that, the procedures for setting up the technical testing and analysis company is appraisal procedure for issuance of Investment Certificate not registration procedure (appraisal procedure will be applied for the foreign investors want to set up company in some fields as technical testing and analysis business). The duration of time for obtaining the Investment Certificate is at least 45 working days since the official & adequate submission to licensing authority. However, in practice, this time may be prolonged because the licensing authority must get approval from other competent authorities such as the Ministry of Industry and Trade, the Ministry of Finance, the Ministry of Investment, the Ministry of Science and Technology before issuing the Investment Certificate.
2. Legal Procedures
Preparing the application dossier: We shall collect necessary information and documents from Client. Upon receipt of necessary information and documents from you, we shall translate documents from English into Vietnamese and prepare the application dossier under the standard forms. The initial drafted application dossier shall be sent to you for your comments. Then, after updating the application dossier based on your comments, we shall obtain the preliminary comments from the competent authority and send the finalized application dossiers for you to sign and seal. We anticipate that this phase shall be completed within 10 working days.
Submission of application dossier: Within 02 working days from receipt of duly signed and sealed application dossier, we shall submit the application dossier to the competent authority.
Licensing Process:
Within 55 working days from submission of application dossiers to Licensing Authority, we will obtain the Investment Certificate.
Post licensing: Within 13 working days from completion of respective Licensing Process we shall complete the post licensing procedures including publishing the information of the Company in News Paper, obtaining seal and tax code registration.
For avoidance of any doubt, we would like to note that, the licensing procedure may be longer due to that the licensing authority need time to consult relevant Ministries. In such case, SB Law shall do the best to accelerate the licensing process.
3. SCOPE OF WORKS
With regards to the above matters, our scope of work shall be as follows: Preparation of the application documents:
Notifying application documents required in accordance with Vietnamese law;
Drafting application documents required for submission purpose;
Liaising with Client to discuss the draft application documents;
Amending the application documents based on your comments;
Obtaining preliminary comments from the licensing authority on the draft application documents;
Finalizing the application documents following comments from the licensing authority; Licensing procedures:
Submitting the application dossier to the licensing authority on Client’s behalf;
Monitoring and following up with the relevant authorities on the approval process;
Keeping you updated on the developments and additional requirements, if any; and
Assisting you in obtaining the License. Post-licensing procedures: Our services include:
Obtaining the seal of the FIC;
Obtaining the tax code of the FIC; and
Placing an announcement on the establishment of the FIC.
4. PROFESSIONAL FEE
4.1. The Price for performing the SB Law services as mentioned in item 4 above will be 8,000USD (Eight thousand US Dollar).
The service fee stated above does not include costs and disbursements incurred on Client’s behalf including 10% VAT, bank fee for receipt, deposit or transfer of funds, Cost for translating documents from English into Vietnamese (10USD/150 words).
4.2. Services fee shall be paid to SB Law as follows:
-Within 03 working days from the date of signing the legal service contract, Client will pay for SB Law an advance payment which equivalent to 60% of the total estimated services fee;
– Client will pay the remained fee and other cost and disbursement incurred on Client’s behalf within 05 working days from the date of obtaining the Investment Certificate from the Licensing Authority.
