Opening an IT company in Vietnam

1) What will you be permitted to do regarding IT business in Vietnam when investing in IT areas?

According to the WTO agreement and other trade agreements, foreign investors can conduct the lines of business relating to IT areas as follows:

1) Consultancy services related to the installation of computer hardware
Assistance services to the clients in the installation of computer hardware (i.e. physical equipment) and computer networks.

2) Software implementation services
All services involving consultancy services on, development and implementation of software. The term "software" may be defined as the sets of instructions required to make computers work and communicate. A number of different programmes may be developed for specific applications (application software), and the customer may have a choice of using ready-made programmes off the shelf (packaged software), developing specific programmes for particular requirements (customized software) or using a combination of the two.
2.1) Systems and software consulting services
Services of a general nature prior to the development of data processing systems and applications. It might be management services, project planning services, etc.

2.2) Systems analysis services
Analysis services include analysis of the clients' needs, defining functional specification, and setting up the team. Also involved are project management, technical coordination and integration and definition of the systems architecture.
2.3) Systems design services
Design services include technical solutions, with respect to methodology, quality-assurance, choice of equipment software packages or new technologies, etc.

2.4) Programming services
Programming services include the implementation phase, i.e. writing and debugging programmes, conducting tests, and editing documentation.

2.5) Systems maintenance services
Maintenance services include consulting and technical assistance services of software products in use, rewriting or changing existing programmes or systems, and maintaining up-to-date software documentation and manuals.
Also included are specialist work, e.g. conversions.
3) Data processing services

3.1) Input preparation services
Data recording services such as key punching, optical scanning or other methods for data entry.

3.2) Data-processing and tabulation services
Services such as data processing and tabulation services, computer calculating services, and rental services of computer time.
3.3) Time-sharing services
This seems to be the same type of services as 84320. Computer time only is bought; if it is bought from the customer's premises, telecommunications services are also bought. Data processing or tabulation services may also be bought from a service bureau. In both cases the services might be time sharing processed. Thus, there is no clear distinction between 84320 and 84330.

3.4) Other data processing services
Services which manage the full operations of a customer's facilities under contract: computer-room environmental quality control services; management services of in-place computer equipment combinations; and management services of computer work flows and distributions.
4) Database services

All services provided from primarily structured databases through a communication network. Exclusions: Data and message transmission services (e.g. network operation services, value-added network services) are classified in class 7523 (Data and message transmission services).
Documentation services consisting in information retrieval from databases are classified in subclass 96311(Library services).

5) Maintenance and repair services of office machinery and equipment including computers

5.1) Maintenance and repair services of office machinery and equipment including computers
Repair and maintenance services of office machinery, computers and related equipment.

6) Other computer services

6.1) Data preparation services

Data preparation services for clients not involving data processing services

6.2) Other computer services n.e.c.
Other computer related services, not elsewhere classified, e.g. training services for staff of clients, and other professional computer services

2) Preparing the Application for an Investment Registration Certificate in Vietnam

The investors must prepare the documents/information as follows:

a/ A document about the investor’s legal status, such as the passport if the investor is an individual, the business registration certificate if the investor is an enterprise.

b/ Document(s) proving the financial capacity of the investor, including at least one of the following documents: the investor’s financial statements for the last two years; commitment of a parent company to provide financial support; commitment of a financial institution to provide financial support; guarantee for the investor’s financial capacity; other document proving the investor’s financial capacity;

c) Proposal for the investment project including the following main contents: investor or method of investor selection, investment objectives, investment scale, investment capital and plan for raising capital, location, duration and schedule of the investment project, information about the current use of land in the location of the project and proposed demand for land use (if any), demand for labor, proposal for investment incentives, impact and socio – economic efficiency of the project and preliminary assessment of environmental impact (if any) in accordance with regulations of law on environmental protection.

If the law on construction requires formulation of a pre-feasibility study report, the investor is entitled to submit the pre-feasibility study report instead of a proposal for the investment project;

d) If the project does not require the State to allocate or lease out land or to permit land repurposing, a copy of the document regarding the land use rights or other document identifying the right to use the location for execution of the investment project is required to be submitted;

3) Preparing the Application for Enterprise Registration Certificate in Vietnam

After the Investment Registration Certificate is issued, the Investor must prepare for the Enterprise Registration Certificate.

Application for registration of a limited liability company are as follows:

1. The enterprise registration application form.

2. The company's charter.

3. The list of members.

4. Copies of:

a) Legal documents of members who are individuals and legal representatives;

b) Legal documents of members that are organizations, documents about designation of authorized representatives and their legal documents.

Legalized copies of legal documents of the members that are foreign organizations.

c) The Certificate of Investment Registration of foreign investors as prescribed by the Law on Investment.

Application for registration of a joint stock company are as follows:

1. The enterprise registration application form.

2. The company's charter.

3. The list of founding shareholders; the list of shareholders that are foreign investors.

4. Copies of:

a) Legal documents of founding shareholders and shareholders that are foreign investors who are individuals and legal representatives;

b) Legal documents of shareholders that are organizations, documents about designation of authorized representatives; legal documents of authorized representatives of founding shareholders and shareholders that are foreign organizations.

Legalized copies of legal documents of the members that are foreign organizations.

c) The Certificate of Investment Registration of foreign investors as prescribed by the Law on Investment.

 

This information contained herein is of a general nature and is intended to provide updates on the Laws for information purposes only.. DB Legal shall not be liable for any use or application of the information for any business purpose.

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