Post-licensing tasks for a new company

This checklist outlines the compliance matters that a new company (“NewCo”) must complete after being granted the Certificate of Enterprise Registration Certificate (“CER”) by the licensing authority:

No. Task description Due date
1 Making the corporate identity seal  
  NewCo may design its own form and format of its corporate identity seal, and number of seals required. No specific due date.
2 Opening corporate bank account  
  NewCo must open its bank account(s) at a bank in Vietnam and register them with the licensing authority.  There must be at least a Capital Account and a Current Account.  All transactions relating to equity injections, loan capital, dividend payments must go though the Capital Account.  In addition, NewCo must set up a VND account as an account for e-tax payment.  All online tax payments must be processed through this account. The bank accounts must be registered within 10 days following their opening.
3 Capital contribution  
  The shareholder(s) of NewCo must pay up the registered charter capital of NewCo. 90 days following the date of issue of the CER.
4 Business license tax  
  NewCo is exempt from business license tax in the first year.  In subsequent years,  NewCo must file a business license tax return and pay business license tax. 30 January each year from the 2nd year.
5 Registration of depreciation rates  
  NewCo must register the rates of depreciation of its fixed assets with the tax authority. Any time before the fixed assets are depreciated for taxation.
6 Registration of e-tax account  
  NewCo must sign up for an online e-tax account for tax reporting and lodgements. Before the lodgement of the first tax return.
7 Registration of e-invoice  
  NewCo must register for e-invoices and use e-invoices. Paper-based invoices are no longer permissible to new companies. Any time before the first e-invoice is raised.
8 Initial accounting setup  
  All NewCo’s accounting books, records, chart of accounts and financial statements must be set up and prepared according to Vietnamese Accounting Standards. No specific deadline.
9 Appointment of Chief Accountant  
  NewCo must appoint a Chief Accountant who is responsible for bookkeeping.  In the first year, personnel may be appointed temporarily to handle accounting work until a Chief Accountant is appointed.The Chief Accountant may be an employee or a service provider who must hold a Chief Accountant Certificate. By the end of the first financial year.
10 Labour registration  
  NewCo must its plan of hiring employees (including expats and local Vietnamese) with the labour authority.For expatriate employees, NewCo must apply for their work permit before their arrival in Vietnam for employment. Within 30 days following the date of issue of the ERC.
11 Registration of employees for statutory insurance contributions  
  NewCo is required to register all employees for statutory insurance contributions (including social insurance, health insurance and unemployment insurance). After hiring a new employee.
12 Registration of Collective Labour Agreement  
  New Co is required to execute a Collective Labour Agreement with a representative of its employees and register it with the labour authority. Within 10 days following the date of execution.
13 Corporate Financial Policy  
  New Co is required to develop and maintain a Corporate Financial Policy which set out details of internal accounting and HR policies on expenditures such as bonus scheme, staff welfare, business travel per dim etc. No specific deadline.
14 Tax filing and payment schedule(*) Due date

Tax returns
Monthly tax returns (VAT, PIT) (**) The 20th day of the following month.
Quarterly tax returns (interim CIT, VAT & PIT) The 30th day following the end of each quarter.
Annual PIT return The last day of the 3rd month following the calendar year.
Annual CIT return The last day of the 3rd month following the end of the calendar year or fiscal year
Final CIT return following M&A or liquidation The 45th day following the date on which the M&A or liquidation decision is made.
Transfer Pricing  Annual reports of related party transactions Together with the CIT annual return.
Transfer pricing documentation Within 30 working days following a request by the tax authority.
Foreign contractor withholding tax Registration of tax code for foreign contractor Before lodgement of the first tax return.
Withholding tax return Within 10 days following the date of remittance of the payment.
Finalisation Within 45 days following completion date.
Tax treaties claim (if applying for tax treaty relief). 15 days before the due date for tax filing.
Lodgement of the foreign contractor’s certificate of tax residence of foreign country (if applying for tax treaty relief). 15 days prior to the last day of contract or prior to the end of tax year (whichever is earlier); but not later than the end of the 1st quarter of the following tax year.
Invoices Quarterly report of invoice usage The 30th day following the end of each quarter.
Report of lost/damaged invoices Within 5 days following the incidence.
 (*) The due dates for tax filing and tax payment are the same.(**) Initially, NewCo may choose to file quarterly VAT and PIT returns until its revenue exceeds VND50 billion then it must change to monthly filings from the following year.
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