Important Considerations When Merging a Single-Member LLC and a Multi-Member LLC

Question: My company is currently a single-member limited liability company, and I am planning to merge with my friend's company, which is a two-member limited liability company. Could you advise me on the key issues to consider during the merger process? Answer: Based on the information provided by you, SB Law has the following considerations: […]
TAX DECLARATION OBLIGATIONS OF FOREIGN INVESTORS WHEN TRANSFERRING CAPITAL IN A VIETNAMESE COMPANY

Question: We are a foreign company holding capital in a limited liability company (LLC) in Vietnam and are planning to transfer our contributed capital to another organization. However, we would like to clearly understand whether, in this case, the obligation to declare and pay taxes falls on the buyer or the seller. What are the […]
Procedure for transferring 100% capital contribution to a enterprise and Payment requirement via DICA account

Question: I am a Vietnamese, currently living in HCMC and being the owner of a limited liability company in Ho Chi Minh City. Now, I want to transfer 100% shares to a Singaporean enterprise. How will the payment for the transfer be made? Answer: 1. Opening an Investment Account According to the current foreign exchange management regulations in Vietnam, […]
APPROACHING MARKET PRICES – THE ART OF LAND VALUATION IN THE 2024 LAND LAW AND ITS GUIDING DOCUMENTS.

Land valuation plays a crucial role in today's market economy. This activity not only provides a foundation for stabilizing the land market but also ensures the fulfillment of financial obligations regarding land by its users. However, the land valuation process under the 2013 Land Law and its guiding documents revealed numerous limitations and inadequacies, leading […]
CONSULTATION FOR BUSINESSES ON SOCIAL INSURANCE CONTRIBUTIONS WHEN EMPLOYEES WORK FOR MUTIPLE EMPLOYERS

Employee X terminated their employment contract with our company at the end of December 2023. Employee X has since entered into an employment contract with another company. However, Employee X has continued to work for our company but has ceased contributing to social insurance under our company since January 2024 until now. Employee X has only […]
Payment Procedures and Tax Obligations in the Transfer of Capital Contributions Between Japanese Investors in Vietnam

Investor A and B (in Japan) jointly invest in company X in Vietnam. A sells its capital contribution to B. According to the Sale and Purchase Agreement, A has the obligation to pay taxes to the contractor for the income derived from the transfer activity. In this case, I have several questions as follows: What […]
RISKS WHEN PURCHASING FUTURE-FORMED HOUSING IN VIETNAM

Transactions involving the purchase of future-formed housing offer numerous advantages to both investors and buyers. For investors, this approach serves as a means of raising capital without incurring interest costs to customers. Conversely, for buyers, it provides an opportunity to participate in the construction process, ensuring that the home aligns with their preferences. Additionally, buyers […]
Legal Newsletter – Week from February 3, 2025, to February 7, 2025

The newsletter provides updates on important legal regulations issued during the week, covering various fields including Tax – Fees – Charges, Investment, Transportation, Enterprises, Land, Labor, and Commerce. Key Highlights: Tax – Fees – Charges Guidelines on import tax refunds for re-exported goods under Official Letter 4610/TCHQ-TXNK. Land rental exemption policy under Official Letter 4308/TCT-CS. […]
POINTS TO NOTE WHEN ORGANIZING EXTRA CLASSES

From February 14, 2025, Circular 29/2024/TT-BGDDT will officially take effect, replacing Circular 17/2012/TT-BGDDT. This new regulation introduces significant changes that teachers, schools, and extracurricular teaching facilities must pay close attention to in order to ensure legal compliance. Here are three key points you cannot overlook when organizing extra teaching and learning! 1. Banned extra classes - Extra classes […]