VIETNAM Acquiring Business – Legal and Tax Considerations

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VIETNAM Acquiring Business – Legal and Tax Considerations

Vietnam M&A
It is probably the best time to take a serious look into acquisition of business in Vietnam – valuation of businesses / assets is low, and with extremely high cost of funding, many enterprises in Vietnam lack working capital for continuing operations and are eagerly seeking for foreign buyers or partners.

The opportunities for foreign investors to invest and offer financial support to resuscitate otherwise promising enterprises offer a window to capitalize on the growth potential of Vietnam when the economic situation improves.

The acquisition of business in Vietnam is however a daunting task given the emerging nature of the regulatory and tax framework surrounding mergers and acquisition activities.

This workshop aims to guide potential foreign direct investors in staging and implementing successful acquisitions. The speaker shall provide a no-nonsense and realistic assessment of the expectations and challenges in acquiring business and working with joint venture partners in Vietnam.


VIETNAM: Acquisition of Business - Legal, Tax and Practical Considerations
Monday 21st November 2011
Peninsular Excelsior Hotel, Singapore


Lim Chor Ghee, Group Partner, VIETVALUES Audit and Consulting, HCMC
Member firm of Reanda International


* The opportunities for acquiring distressed businesses and assets in Vietnam
* Acquisitions of companies / business in Vietnam – 5 important things you must know:
  - Information, information, information (or lack of it)
  - Restrictions / conditions for foreign investors
  - Investment Certificate and scope of business
  - Physical address and place of business
  - Tax considerations
* Foreign investment – what is open, and what is not?
  - The process of applying for Investment Certificate
  - Vietnamese-owned versus foreign-owned enterprises – similarities and differences
* Law on investment and enterprise on business acquisitions
  - Scope of business and changes required to Investment Certificate – is it “business as usual”?
  - Procedures and timing of ownership transfers and payments
  - Review of enterprise charter and joint venture agreement
* Transfer of assets / business or acquisition of shares - which is preferred?
  - Investment law considerations
  - Capital assignment profits tax
  - VAT upon transfer of assets
  - Tax incentives – transferrable?
  - Liabilities and exclusions
* Management and control – legal representative, general director and chief accountant
* Legal and financial due diligence
  - The process
  - What to watch out for
  - Case study
* Shareholder’s loan to Vietnamese enterprises – can it be effectively repaid?
* Joint venture with Vietnamese partners
  - Expectations and aspirations
  - Cultural aspects and business practices
  - Case study

EC Tan (Mr)
+65 8193 9928 (Spore)
+84 93805 9753 (Vietnam)

Anh Binh (Mr)
+84 93321 3273 (Vietnam)

VINMAS Resources Pte Ltd
10 Anson Road, #15-14 International Plaza, Singapore 079903

E-mail: [hidden email]

* FEE *

Early Birds! Pay by 11th Nov 2011
SGD 650 per person
10% discount for groups of 3

Normal Price
SGD 800 per person
10% discount for groups of 3

• VIETVALUES Audit and Consulting Group (

Consulting inquiries:
VIETVALUES: [hidden email]

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Vinmas Resources Pte Ltd
(Reg No 200713333E)
Member of Peligo Advanced Learning Academy
10 Anson Road, #15-14 International Plaza, Singapore 079903

In Ho Chi Minh City:
Peligo Advanced Learning Co., Ltd
163 Tran Huy Lieu, Ward 8, District Phu Nhuan,
Ho Chi Minh City, Vietnam

In Malaysia:
Peligo Training Solutions S/B (670106-K)
Suite 33-01, 33rd Floor, Menara Keck Seng
203 Jalan Bukit Bintang
55100 Kuala Lumpur

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Re: VIETNAM Acquiring Business – Legal and Tax Considerations

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I would be interested in acquiring law firms for sale in Vietnam but the idea of the complicated regulatory framework for acquisitions is holding me back. The government should make the process easier.