Question: Our client wants to buy a company in Vietnam that was registered more than 1 year ago,
or register a new Firm and start business activity — distribution of food products and consulting services.
So please inform
1) what will be the prices to buy such company in Eur. (ready-made Company or register new Company) and link where we can check company registration date and type of activity.
2) what will be additional cost if any (appoint Director for first time change owner etc) after Company will be the property of our Client ?
3) list of documents from our Client and requirments for them (passport scan copy Power of attorney etc? And do we need to apostile this documennts ? Or notarization only will be enough?)
4) can You offer citizen who will assist to open Company (will be shareholder local manager or director) and after activity will begin - will assist us in all activities? What will be the price for such services ?
5) what will be step by step way to do such acivity (for example-
A) provide scan copies and PoA from our Client
B) notarize and apostile listed documents
C) after You will check everything with authoritiies — provide originals via post)
6) Our Client will arrive in 8 month afer he willl become shareholder of Company and open Bank account - so will be there any problems with Company if it will be no Bank account from our Cllient during 8 months after Company will become his property?
Please send us answer on each of 6 questions.
Anwser: SBLAW would like to advise you as follows:
1) What will be the prices to buy such company in Eur. (ready-made Company or register new Company) and link where we can check company registration date and type of activity.
With regard to the fee for establishment new foreign invested company operating in the field of distribution of food products (without setting up retail outlet) and consulting services, our professional fee is around 5.400 EUR in case setting up such company in Hanoi or Ho Chi Minh city.
2) What will be additional cost if any (appoint Director for first time change owner etc) after Company will be the property of our Client ?
Answer:
In case the investor buy a shelf company, he/she will have to:
(i). Obtain approval for the foreign investor to contribute capital in a Vietnamese Company from competent state authorities; and
(ii). Amend the Enterprise Registration Certificate (ERC) to record the new owner of the company and/or the new legal representative of the company.
Our fee to support the investor, in this case, shall be: ........ EUR
3) List of documents from our Client and requirments for them (passport scan copy Power of attorney etc? And do we need to apostile this documennts? Or notarization only will be enough?)
a. In case the investor is a Company:
1. Certificate of Incorporation of the Investor (legalized + notarized);
2. Charter of the Investor (legalized + notarized);
3. Financial Statement of the last 2 years of the Investor (legalized+notarized);
4. Office Lease contract and Legal Documents of the office site in Vietnam, such as: Land use right certificate, minutes on acceptance of firefighting and prevention... (in case setting up a new company) (notarized).
5. Scanned passport of person(s) authorised to manage the investor’s capital in Vietnamese Company.
6. Scanned passport of the legal representative of the Investor;
b. In case the Investor is an individual:
1. Scanned passport of the Investor;
2. Confirmation of bank account balance of the Investor (legalized+notarized);
3. Office Lease contract and Legal Documents of the office site in Vietnam, such as: Land use right certificate, minutes on acceptance of firefighting and prevention... (in case setting up a new company) (notarized).
4) Can You offer citizen who will assist to open Company (will be shareholder local manager or director) and after activity will begin - will assist us in all activities? What will be the price for such services?
Our price for one legal representative shall be ..... EUR/month.
5) What will be step by step way to do such acivity (for example)
6) Our Client will arrive in 8 month afer he will become shareholder of Company and open Bank account - so will be there any problems with Company if it will be no Bank account from our Cllient during 8 months after Company will become his prorperty
Answer:
Vietnamese applicable law stipulates duration for capital contribution. In specific, the Investor must contribute capital within 90 days from the establishment date of the Company. In addition, the foreign investor must contribute capital through a direct investment bank account (DICA).
Hence, if the Investor does not open a DICA for 8 months, the Investor will not be able to contribute capital and operate its business.
