How to Set up a Joint-Stock Company in Vietnam in 2023?

 

Joint-stock company is a type of enterprise recognized by Vietnam law, besides other types being limited liability company, partnership and private enterprise. A joint-stock company has legal status from the date of issuance of the Certificate of Business Registration by Vietnam authority. It is not suitable for all investors to set up a joint-stock company in Vietnam. Therefore, it is important to consult with corporate lawyers in Vietnam to learn the advantage of different forms of companies to be set up in Vietnam for the efficient management and purpose of the owner.

Joint-stock company can issue shares

According to the definition of the Law on Enterprises, a joint-stock company is an enterprise whose charter capital is divided into equal parts called shares. Shareholders of a joint-stock company can be organizations or individuals, and the minimum number of shareholders of the company is 03 people.

There is no limit on the maximum number of shareholders, so it will be convenient for the company when it wishes to expand its business on a larger scale. In addition, shareholders will only be liable for debts and other property obligations of the enterprise to the extent of the amount of capital contributed to the enterprise.

This is an advantage of this type of business because the level of risk that shareholders have to bear. In particular, joint-stock companies have the right to issue shares, bonds and other securities to raise capital, which is a feature that other types of businesses do not have.

Procedure to set up a joint-stock company in Vietnam

The business owner can submit by himself or authorize another individual/organization or a law firm in Vietnam to submit a set of documents to the Business Registration Office where the head office is intended, including:

1.An application for enterprise registration;

2.The company’s charter;

3.List of founding shareholders and list of shareholders being foreign investors;

4.Copies of the following papers:

a) Legal papers of the individual for the legal representative of the enterprise;

b) Personal legal papers for company members, founding shareholders, shareholders being foreign investors who are individuals; Legal papers of the organization for members, founding shareholders, shareholders being foreign investors being organizations; Legal documents of individuals for authorized representatives of members, founding shareholders, shareholders being foreign investors being organizations and documents on appointment of authorized representatives.

For members and shareholders being foreign organizations, copies of legal papers of the organization must be notarized and consularly legalized in Vietnam;

c) Investment registration certificate, in case the enterprise is established or participated in the establishment by a foreign investor or a foreign-invested economic organization in accordance with the provisions of the Investment Law and other legal documents; implementation manual.

How long it takes to set up a joint-stock company in Vietnam?

The processing time will be 03 working days from the date the Business Registration Office receives the valid application.

Readmore: https://lawyersindanangvietnam.blogspot.com/2024/01/how-to-set-up-joint-stock-company-in.html

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Foreign Direct Investment from CPTPP | ANT Consulting

Still familiar investors, but with the Comprehensive and Progressive Agreement for Trans-Pacific Partnership (CPTPP) expected to come into effect by the end of 2018 and approved by the National Assembly on November 12th, there will be a greater and more quality flow of capital poured into Vietnam.

Two of the large foreign direct investment (FDI) projects registered to invest in Vietnam since the beginning of the year are owned by investors from 11 CPTPP countries. It is the 4.138 billion USD Smart City project of the joint venture between Sumitomo (Japan) and BRG (Vietnam), or the Laguna project register to increase the investment capital by 1.12 billion USD from Banyan Tree (Singapore).

There are also several projects such as Hanbaram Wind Power Plant (150 million USD), Ramatex Nam Dinh Textile and Apparel Factory (80 million USD) of Singaporean investor, Ykk Ha Nam Ykk factory project (80 million USD) of Japanese investors…

In fact, without CPTPP, investment capital from Japan, Singapore, Malaysia… still poured into Vietnam. They are the leading investment partners of Vietnam in the last three decades of FDI attraction.

According to data from the Foreign Investment Agency (Ministry of Planning and Investment), accumulated up to now, Japanese investors have invested in Vietnam over 56.2 billion USD, this figure of Singaporean investors is 46.2 billion USD, Malaysia is 12.5 billion USD, Canada is 5 billion USD, Australia is nearly 1.86 billion USD, Brunei is more than 1 billion USD…

Currently, out of 11 CPTPP members, all members have invested in Vietnam, except Peru. In total, the CPTPP members have invested in Vietnam of about 123 billion USD, accounting for nearly 37% of total registered FDI in Vietnam over the last 3 decades. This is not a small figure, indicating that the investment of CPTPP members is very significant for Vietnam’s FDI attraction.

The CPTTP will create favorable conditions for Vietnam to attract investment capital from other member countries, especially those countries that do not have FTA agreements with Vietnam, such as Canada and Mexico. The reason is that, this agreement will promote trade cooperation, in which trade is associated with investment. On the other hand, this is also an opportunity for Vietnamese enterprises, especially large corporations, to seek investment markets in other member countries.

Moreover, once the plans to invite Thailand, Korea and the UK join the CPTPP successfully, the opportunities for trade and investment cooperation in the region will be even greater. That will bring more benefits to Vietnam.

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Vietnam – Singapore Industrial Park Company Limited (VSIP) Surveyed Investment in Quang Tri | ANT Consulting

 Chairman of Quang Tri Provincial People’s Committee, Mr Nguyen Duc Chinh just had a meeting with the delegation of Vietnam – Singapore Industrial Park Limited Company (VSIP) led by Mr Anthony Tan, Deputy General Director of VSIP, representing VSIP (Singapore) – Amata (Thailand) – Sumitomo (Japan) as the leader.

On this occasion, Mr Anthony Tan, Deputy General Director of VSIP informed the leaders of Quang Tri province about the project of developing industrial parks and urban areas in VSIP at Quang Tri. According to representative of VSIP, currently the joint venture of investors VSIP – Sumitomo – Amata has selected contractors to survey the terrain and geology of the regions and soon have results to report to the Provincial People’s Committee.

On behalf of the provincial leaders, Chairman of Quang Tri Provincial People’s Committee thanked the delegation of VSIP – Sumitomo – Amata Joint Venture investors for visiting Quang Tri province. At the same time, in 2019, Quang Tri province will celebrate the 30th anniversary of the re-establishment of the province. Therefore, the provincial leaders have directed the branches and authorities to make efforts to work together with investors to start or inaugurate projects to celebrate this important event.

Regarding the investment plan for the infrastructure development project of industrial parks and urban areas in Quang Tri, Chairman of Quang Tri provincial People’s Committee wishes that the join venture of VSIP (Singapore) – Amata (Thailand) – Sumitomo (Japan Version) makes more efforts to start the project as soon as possible.

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Assistance In Setting up Business Venture in Vietnam | ANT Consulting

To help Clients start business in Vietnam, ANT Consulting introduces the service to assist in setting up business venture in Vietnam.

Foreign investors could make direct investment in Vietnam through setting up one hundred per cent (100%) capital of foreign investors, or establishing joint venture between domestic and foreign investors, or investing in the contractual forms of: BCC, BO, BTO, and BT

Types of enterprise for foreign investors to invest in Vietnam are as following:

Limited Liability Company

A limited-liability company may not issue securities to mobilize capital.

Joint Stock Company

The main difference between Joint Stock Company and Limited Liability Company is the Joint Stock Company can raise funds by offering shares or securities. In addition, an enterprise tends to join the Stock exchanges or public company must be a Joint Stock Company. Management system of Joint Stock Company is more complicated than Liability Company.

Partnership

Unlimited liability partners must be individuals who shall be liable for the obligations of the company to the extent of all of their assets. Limited liability partners shall only be liable for the debts of the company to the extent of the amount of capital they have contributed to the company.

Representative Office of Foreign Trader

Representative Office is not allowed to directly conduct profit making activities in Vietnam (i.e: the execution of contracts, direct payment or receipt of funds, sale or purchase of goods, or provision of services)

Branch of Foreign Trader

The Branch is permitted to conduct activities being the purchase and sale of goods and other commercial activities consistent with its license for establishment in accordance with the law of Vietnam and any international treaty to which the Socialist Republic of Vietnam is a member.

Investing by Signing Contracts

Business co-operation contract (BCC) means the investment form signed between investors in order to co-operate in business and to share profits or products without creating a legal entity.

Build-operate-transfer contract (BOT) means the investment form signed by a competent State body and an investor in order to construct and operate commercially an infrastructure facility for a fixed duration; and, upon expiry of the duration, the investor shall, without compensation, transfer such facility to the State of Vietnam.

Build-transfer-operate contract (BTO) means the investment form signed by a competent State body and an investor in order to construct an infrastructure facility; and, upon completion of construction, the investor shall transfer the facility to the State of Vietnam and the Government shall grant the investor the right to operate commercially such facility for a fixed duration in order to recover the invested capital and gain profits.

Build-transfer contract (BT) means the investment form signed by a competent State body and an investor in order to construct an infrastructure facility; and, upon completion of construction, the investor shall transfer the facility to the State of Vietnam and the Government shall create conditions for the investor to implement another project in order to recover the invested capital and gain profits or to make a payment to the investor in accordance with an agreement in the BT contract.

Foreign investors may sign BOT, BT and BTO contracts with a competent State body to implement infrastructure construction projects in Vietnam. Typically, the contracts are for projects in the fields of transportation, electricity production, water supply, drainage and waste treatment.

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