What Rights Shareholder Holds in Joint Stock Company?

Shareholders are individual or organization that owns at least one share of the joint-stock company and also are owner of the joint-stock company. Along with these roles, their interests are tied to business operations although they may not directly manage the day-to-day company affairs. In order to implement governance, the powers and responsibilities of each interest group such as shareholders, the board of directors, managerial personnel, etc. should be assigned based on the statutory principles and procedures.

According to the regulations on shareholders in the Law on Enterprise 2020, the rights of shareholders can be categorized into the following groups: economic rights, governance rights, information rights, and litigation rights.

Economic rights

Economic right is the right to gain all pecuniary interest with respect to the shares. The purpose of starting a business or investing in securities comes mainly from earning income or gaining profits. Economic rights accordingly include:

-Right to entitlement to dividends

-Right to transfer ownership

-Priority right to acquire the newly issued shares

-Right to entitlement to a portion of the assets after dissolution or bankrupt

-Appraisal Right

Among these above rights, right to entitlement to dividends and right to transfer ownership are the fundamental economic rights of a shareholder.

Dividend of common shares is determined according to the realized net profit and the dividend payment from the company’s retained earnings. Despite right to entitlement to dividends, shareholders are still subject to a number of limitations in law and in fact. Dividend entitlement is determined by the General Meeting of Shareholders based on the recommendation of the Board of Directors, after the company has fulfilled tax obligations and other financial obligations, contributed to reserve fund, paid for previous losses and met the solvency for all due debts and other property obligations. Dividend is not required to be distributed annually. Depending on the business situation, the General Meeting of Shareholders may decide to retain profits for reinvestment.

Besides dividend entitlement from the company’s operating results, shareholders can also gain profits by share transfer. This kind of investment is popular with respect of shares or securities of public companies, investors do not aim for corporate governance rights as well as dividend, they intend to earn benefits by the difference of the market values of stocks, especially when the stock value increases.

Governance rights

Modern corporate governance has two principles, one is to separate ownership and governance and to separate governance and management. It means that the major shareholders should not hold senior managerial positions in the company and Chairperson of the Board of Directors should not be assigned to other senior managerial positions such as General Director and/or Director.

Shareholders may be an individual or organization which they have their own different interests, goals and abilities. The separation between ownership and management makes the situation of whom the owner is and how the share get transferred not to affect the business operation. In the meantime, the separation helps gather professional managers to implement target intended by the company. According to the laws, members of the Board of Directors of a public company concurrently holding several executive titles must be reduced to the minimum to ensure the independence of the Board of Directors, specially the Chairperson of the Board of Directors shall not be the Director/General Director in a public company as of August 1st, 2020. There are no similar rules applicable to joint stock companies which are not public company.

Attendance, speaking and voting at General Meeting of Shareholders are fundamental in governance right of common shareholders, applicable to all shareholders holding at least one share. ty. In principle, being a shareholder who holds shares of the company regardless of the number has equal rights to attend and vote at the General Meeting of Shareholders. By the General Meeting of Shareholders, the shareholders holding a certain number of shares can impact decisions on some matters such as election, dismissal, and removal of members of the Board of Directors and Controllers, amendment and supplementation of internal documents, major transactions, and others as stipulated in law on enterprise or charter. In addition to the above rights, the majority shareholders also have a number of other rights related to governance as follows:

The shareholder or group of shareholders holding at least 5% of the total number of common shares (charter may require a smaller percentage) is entitled to:

-Call a General Meeting of Shareholders

-Request Board of Controllers to inspect each specific matter relating to management, governance of company affairs if necessary

-Recommend matters to be included in agenda of General Meeting of Shareholders

-The shareholder or group of shareholders holding at least 10% of the total number of common shares (charter may require a smaller percentage) is entitled to nominate candidates for the Board of Directors, Board of Controllers

Information rights

Shareholders have the right to access documents and information of the company. In addition to the basic documents such as the charter, list of shareholders, meeting minutes and resolutions of the General Meeting of Shareholders, shareholders have the right to access to reports related to the business affairs.

However, some information is only reviewed by shareholders who own required percentage of share:

-Access and extract information on full name and contact address as specified in list of shareholders having voting right and list of shareholders having right to attend General Meeting of Shareholder; request to adjust his/her inaccurate information

-Access, extract and scan charter of company, meeting minutes of General Meeting of Shareholder and its resolution

-Access, extract and copy partial or whole list of involved persons and their contracts, transaction of which the company is other party, interests of Board of Directors, Controllers, Directors or General Directors and other managerial positions of company

-Access and extract minutes and resolutions of Board of Directors, annual or mid-year financial reports, reports of Board of Controllers, contracts and transaction approved by Board of Directors and other documents, excepting for documents related to company’s know-how and trade secrets (applicable to shareholder and group of shareholders who own at least 5% of total number of common shares, the charter may require a smaller percentage)

-Access profit and loss statements, finacial reports, governace and management assement reports; inspection reports of Board of Controllers (applicable to shareholder who own shares at least 1 consecutive year, the charter may require a smaller percentage)

Different to common joint stock company, a public company must annouce fully, accurately and promptly the periodic and extraordinary information on business, finance and governace. Other information must be annouced if it influences share price and investment decisions of shareholders and investors.

Litigation rights

The Law on Enterprises has provided a mechanism to request the Court or Arbitration to rescind the resolution of the General Meeting of Shareholders or sue the managerial personnels when they fail to fully and properly implement their tasks, including:

The shareholder or group of shareholders holding at least 5% of the total number of common shares (charter may require a smaller percentage) is entitled to:

-Request to rescind resolutions of the General Meeting of Shareholders when the orders and procedures of calling the meeting and making resolution of the General Meeting of Shareholders seriously violate the regulations of the Law on Enterprises and company’s charter

-However, the resolution of the General Meeting of Shareholders adopted by 100% of the total number of voting shares is legal and effective even when the orders and procedures of calling the meeting and adopting such resolution violates regulations of the Law on Enterprises and company’s charter.

-Request to rescind resolutions of the General Meeting of Shareholders when its provisions violates the laws or company’s charter

-The shareholder, group of shareholders holding at least 1% of the total number of common shares is entitled to:

-Sue members of Board of Directors, Directors, General Directors separately or jointly under certain circumstances

The Chairperson of Board of Directors or the Director or General Director usually acts as the legal representative of the company, representing the company to perform rights and obligations arising from the company’s transactions, representing the company to take proceedings before the court or arbitrator. However, when their interests conflict with those of the shareholders, shareholders have the right to initiate a lawsuit claiming benefits or compensation. The Law on Enterprise also permits shareholders to sue on behalf of the company when the above managerital personnels commit violations, causing damage directly to the company and indirectly to shareholders.

Not all shareholders have the right to sue for the above managerial personnels, only those who own at least 1% of the total number of common shares. This restriction makes sense with respect of public companies, in order to eliminate unfair competition actions conducted by minority shareholders who is controlled by the rival companies because amount of 1% in public company is not a small number.

Similar to a lawsuit against a manager, shareholder or group of shareholders is also required to own at least 5% of the total number of common shares to request rescission of the resolution of the General Meeting of Shareholders if there is violation on substantive law and procedural law. Accordingly, all resolutions of the General Meeting of Shareholders violating the substantive laws or the company’s charter are rescinded at the request of shareholders, but only serious procedural violations may be rescinded. There is no specific instructions for serious procedural violations at this time, the assessment will depend on personal perspective of the court and arbitrator.

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Anti-dumping Measures on Welding Materials From China, Thailand and Malaysia (AD15)

On January 21th, 2021, Trade Remedies Authority of Vietnam (Investigating Authority) received Dossier from a company which is the representative of the domestic manufacturing (Requesting Party) requesting for the application of the anti-dumping measures on some types of welding materials originating from People’s Republic of China, Kingdom of Thailand and Malaysia.

On February 01st, 2021, Investigating Authority confirmed that Dossier was complete, valid according to regulations of law on trade remedies. Within 45 days of the receipt of a complete, valid Dossier, the Investigating Authority shall examine the Dossier to submit to the Minister of Industry and Trade for consideration for conducting an investigation. Contents of Dossier examination include: (i) Determine qualification of the legal representative of the domestic manufacturing of organization, individual that submitted the Dossier according to regulation of Law on Foreign Trade Management; (ii) Determine evidence on the dumping of imported goods that caused or threatened to cause significant injury to a domestic manufacturing or significantly prevent the formation of a domestic manufacturing.

On March 18th, 2021, Ministry of Industry and Trade issued Decision no. 947/QD-BCT on conducting an investigation to apply anti-dumping measure on some types of welding materials with HS code 7217.10.10; 7217.30.19; 7217.90.10; 7229.20.00; 7229.90.20; 7229.90.99; 8311.10.10; 8311.10.90; 8311.30.91; 8311.30.99; 8311.90.00 originating from People’s Republic of China (China), Kingdom of Thailand (Thailand) and Malaysia (Goods under investigation) (code AD15).

According to Vietnam laws, after initiating an investigation, Ministry of Industry and Trade will send a Questionnaire to related parties to collect information for the purpose of analyzing, assessing the accusations, including: dumping activities of export enterprise of China, Thailand and Malaysia; (ii) damages of the industry whose Vietnam products; (iii) causation between dumping activities and damages of the industry whose domestic products.

If necessary, based on results of preliminary investigation, Ministry of Industry and Trade can apply temporary anti-dumping measure in order to prevent dumping activities which continue to cause material injury to domestic industry.

Ministry of Industry and Trade will conduct examining, verifying the information provided by related parties before finalizing official investigation conclusion of this case. At the same time, Ministry of Industry and Trade will also hold a public consultation in order for the related parties to directly communicate, provide information, give opinions about this case before making a final decision.

Ministry of Industry and Trade recommends that all organizations, individuals who are exporting, importing, distributing, conducting business, using goods under investigation should register as related parties and should provide Ministry of Industry and Trade the necessary information so that rights and interests are protected according to Vietnam laws.

Ministry of Industry and Trade can impose the retroactive of the anti-dumping duty on the imposed goods within 90 days before imposing temporary anti-dumping duty. Therefore, Ministry of Industry recommends that all organizations, individuals who are in the process of exporting, importing, distributing, conducting business, using goods under investigation should pay attention to the possibility of imposing temporary anti-dumping duty and the retroactive of the anti-dumping duty.

Our international trade and competition lawyers at ANT Lawyers will always follow the development from authorities to provide update to our clients.

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How Cross-Border Supply of Services Works?

Bilateral or multilateral free trade agreements between countries are formed majorly based on the WTO agreement system. In particular, GATS as an Agreement under the WTO system, is the first and only set of multilateral rules governing international trade in services. Ways or modes of trading services are basic provisions of GATS, including: Cross-border supply (mode 1), Consumption abroad (mode 2), Commercial presence (mode 3), Presence of natural person (mode 4). The categorization of modes covering its own regulations depends on the territorial presence of the supplier and the consumer at the time of the transaction.

According to GATS, cross -border supply means supply of a service from the territory of one Member into the territory of any other member, and supplier and consumer of a member do not present within the territory of other member. Consumption abroad means supply of a service in the territory of one Member to the service consumer of any other member. Presence of natural person means supply of a service by a service supplier of one member, through presence of natural persons of a member in the territory of any other member. It should be noted that cross-border supply of services is defined depending on each Agreement. Under CPTPP, cross-border supply includes modes 1, 2 and 4 above. In this article, cross-border supply is equivalent to mode 1, under GATS.

When participating in GATS, members make commitments for market access with respect to each mode of service supply and sub-sector. The GATS provides a set of general principles that all WTO members must adhere to, which there is no unnecessary barriers applied to trade. However, GATS expressly recognizes the rights of member governments to manage and regulate the supply of services in pursuit of their own policy objectives. GATS also does not interfere in internal affairs ad policies of members. Therefore, the governments absolutely have the right to decide and adopt their trade policies. The enterprise of a member must comply with domestic regulations in the territory of other member where they conduct business and trade in services and refer to that Member’s Schedule of Specific Commitments to understand market access obligations and national treatment.

Most sub-sectors do not restrict market access and national treatment for foreign suppliers providing cross-border services in Vietnam (legal, accounting, auditing, tax, architecture, advertising, management consulting, …). Although the market access is not restricted, it does not mean that the foreign suppliers freely provide services in Vietnam without satisfaction of conditions or without the consent of the competent state authorities. To consider this mater and have a correct understanding, the national treatment principal should be reviewed, it requires that each member shall accord to services and service suppliers of any other member the treatment no less favourable than that it accords to its own like services and service suppliers. Having said that, in the event that a member maintains business conditions for the domestic services and service suppliers, these conditions may also apply to the foreign services and service suppliers.

Such as accounting service business, foreign service suppliers are not restricted in market access and national treatment under the Schedule of Specific Commitments in Services. It means that a foreign accounting firm can provide accounting services to a Vietnamese enterprise. However, accounting service is a conditional business applicable to domestic firms. According to the national treatment principle, Vietnam has the right to impose similar conditions on foreign suppliers. Reference to the provisions of Vietnamese laws, the foreign accounting firm must fully meet the conditions of head office and personnel to be licensed its business in Vietnam. Further, there are tax liabilities arisen which obligations of registration and declaration depend on particulars of transactions. It is suggested that international trade law firm are consulted to avoid potential disputes or non-compliance of cross-border supply of services.

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What Are Conditions to Clean Up Criminal Records?

Offenders who have completely served their penalties shall be given conditions to do business, live honestly and integrate with the community, and when they meet all the conditions prescribed by law, their conviction may be expunged and their criminal records will be cleaned. A person whose criminal record is removed is considered as having not been convicted. There are three cases of conviction expungement, including: Automatic conviction expungement; Conviction expungement under a Court’s decision; Special cases of conviction expungement.

Automatic conviction expungement applies to people convicted not for crimes of infringing upon national security and crimes of undermining peace, against humanity and war crimes when they have completed their main penalty, the probationary period of the suspended sentence, the person has served the additional penalty, other decisions of the judgment or has expired and does not commit any new crime during the periods specified below: (i) 01 year in case of a warning, fine, community sentence or suspended imprisonment; (ii) 02 years in case of imprisonment of up to 05 years; (iii) 03 years in case of imprisonment from over 05 years to 15 years; (iv) 05 years in case of imprisonment of over 15 years or commuted life imprisonment. A convict serving an additional punishment that is mandatory supervision, prohibition from residence, prohibition from holding certain positions, prohibition from doing certain jobs, deprivation of certain citizenship rights for a period longer than those specified in points (i), (ii), (iii) above, automatic conviction expungement shall be granted when he/she finishes serving the additional punishment.

Conviction expungement under a Court’s decision is applicable to persons convicted of crimes of infringing upon national security and crimes of undermining peace, against humanity and war crimes. The Court shall decide the conviction expungement of convict based on the nature of the crimes committed, the law-observing attitude, the convicted person’s labor attitude and the following conditions:

The Court shall grant conviction expungement if the convict, after serving the primary sentence or probation period as well as additional sentences and other decisions of the judgment, does not commit any new crime over the following periods: (i) 01 year in case of warning, community sentence, or suspended imprisonment; (ii) 03 years in case of imprisonment of up to 05 years; (iii) 05 years in case of imprisonment of between more than 5 years and 15 years; (iv) 07 years in case of imprisonment of more than 15 years, life imprisonment or death sentence that is commuted.

If the convict is serving an additional sentence which is mandatory supervision, prohibition from residence, or deprivation of certain citizenship rights for a longer period than that specified in points (i), (ii) above, conviction expungement shall be considered when he/she finishes serving the additional sentence.

If an application for conviction expungement is rejected for the first time, it may only be resubmitted after 01 year from the day on which it is rejected; if the application for conviction expungement is rejected for the second time, it may only be resubmitted after 02 years from the day on which it is rejected.

Where a convict shows remarkable improvements and has made reparation in an effort to atone for the crime and conviction expungement is requested by his/her employer or local authority, the court shall decide to grant conviction expungement if has served at least one third of the above period.

In order to be automatically expunge conviction or expunged conviction according to the decision of the Court, the convict must fully comply with the decisions in the judgment including the payment of court costs and not commit any new crime within the prescribed time limit. For special cases of conviction expungement, convict must have at least one-third of the time limit for conviction expungement according to regulations and the Court shall decide to expunge conviction at the request of agencies or organizations where the person works or the local government where the person resides.

The period after which a conviction may be expunged depends on the primary sentence. If the convict who has not had the conviction expunged commits a new crime which leads to a conviction under an effective judgment, the period after which the conviction may be expunged shall start over from the day on which the primary sentence has been served or the end of the probation period of the new judgment or from the deadline for execution of the new judgment. If the convict has committed more than one crime and one of which is automatically eligible for expungement, one of which is eligible for expungement under a court’s decision, the Court shall decide expungement pursuant to the prescribed time limit for conviction expungement under the Court’s decision.

A convicted corporate legal entity shall automatically have its conviction expunged if it does not commit any new criminal offence for 02 years from the day on which the primary punishments, additional punishments, other decisions of the judgment are served or from the expiration of the time limit for execution of the judgment.

Criminal record card can be obtained at authority to reveal the current criminal conviction situation or changes of situation of such conviction.

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What Are New in Real Estate Trading Business From 2021?

The Law on Investment 2020 takes effect from January 1, 2021 with many new highlights, including the amendment of conditions for real estate business in the Law on Real Estate Trading 2014.

Specifically, amending regulations on real estate business conditions in the Law on Real Estate Trading 2014 as follows: “Any organizations and individuals trading in real estate must set up enterprises or cooperatives (hereinafter referred to as an enterprise), except for the case specified in Clause 2 of this Article. ”

Clause 1, Article 10 of the 2014 Law on Real Estate Business stipulates that “Any organizations or individuals wish to conduct real estate trading shall set up enterprises or cooperatives (hereinafter referred to as enterprises) and have legal capital not smaller than VND 20 billion, excluding cases prescribed in Clause 2 of this Article.”

In addition, the Law on Investment 2020 also amends regulations on the competence to permit the transfer of all or a portion of real estate projects. For real estate projects approved by investors or granted an investment registration certificate in accordance with the Law on Investment, the competence and procedures for the transfer of all or a portion of the project comply with regulations of the Law on Investment. For real estate projects not falling into the above cases, the competence to permit the transfer of all or a portion of real estate projects is as follows: Provincial People’s Committee decides to allow the transfer of all or a portion of the real estate projects for projects decided by the provincial People’s Committee to invest; The Prime Minister shall decide to permit the transfer of all or a portion of real estate project to projects for which the investment is decided by the Prime Minister.

In case organizations, households or individuals sell, transfer, lease, or lease purchase real estate on a small scale, rarely, it is not required for real estate enterprise to be set up, but they must declare and pay taxes according to the provisions of law.

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Da Nang Prioritizes Sustainable Energy Development

Da Nang City Party Committee promulgates the program of implementing Resolution No. 55-NQ/TW dated February 11, 2020 of the Politburo (Session XII) to guide Vietnam’s National Energy Development Strategy to the year 2030, vision to 2045.

Accordingly, the Standing Committee of the City Party Committee agreed on the point of view and effective implementation of Resolution No. 55-NQ/TW and the Party’s guidelines and policies, the State’s policies and laws on Vietnam’s National Energy Development Strategy to 2030, with a vision to 2045; identifying the task of firmly ensuring energy security is the foundation and at the same time is an important premise for the city’s socio-economic development.

Giving priority to rapid and sustainable energy development, in association with protecting the ecological environment, ensuring national defense and security, meeting the requirements of sufficient electricity supply for the city’s socio-economic development during the fourth industrial revolution; encourage and create favorable conditions for all economic sectors, especially the private sector, to participate in energy development.

Thereby, setting a number of specific targets such as synchronous development of transmission grids and distribution grids in the city, meeting the socio-economic development goals of the locality with an GRDP growth rate in the period 2021-2030 is 12%/year.

Prioritize and encourage the development of rooftop solar power in the period of 2020-2025 reaching 80-90% of the total number of public offices in the city of Da Nang; building a modern and smart electricity grid system capable of connecting the region; power access index is among the top 5 provinces and cities of the country.

According to the Da Nang Energy Conservation and Technology Transfer Consultancy Center, Da Nang is assessed as having great potential for solar energy, with an average number of sun hours of 2,100 hours/year, average radiation intensity 4.89kWh/m2/day. The potential from solar energy to generate electricity is 0.733kWh/m2/day, suitable for the exploitation and use of this type of sustainable energy for development now and in the future.

This is an opportunity for domestic and foreign investors to apply for investment registration certificate, and implement investment projects in the sustainable energy production in Da Nang City in the future.

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Da Nang promotes the development of Science and Technology

According to a report by the Ministry of Science and Technology, in 2019, the Science and Technology industry has achieved GDP growth of 46.11% and the labor productivity growth rate of 6.2%, these are achievements of Science and Technology of Vietnam in 2019. To continue the development of Science and Technology, Da Nang has set a goal of developing science and technology, focusing on the goal of improving the capacity of innovation by attracted the domestic and foreign investors to set up company in this fields in Da Nang.

In recent years, with efforts in Science and Technology development, Vietnam has achieved certain achievements in the fight against epidemics and bringing the economy back to stability. At the same time, Science and Technology achievements have been flexibly applied, promoting the basis of the digitized Vietnamese knowledge system in developing epidemic maps using Vmap, detecting people at risk of infection at tourist destinations, construction of medical declaration software. In the meantime, Vietnam has been effectively mobilizing science and technology representative networks in countries to connect research groups, exchange and test equipment, technologies and products for prevention and control of epidemic; promote public-private cooperation in conducting research tasks.

In addition, according to the content of Resolution No. 50/NQ-CP dated April 17, 2020 on the Government’s action plan to implement Resolution No. 52-NQ/TW dated September 27, 2019 of the Politburo on number of guidelines and policies actively participated in the Fourth Industrial Revolution, the Prime Minister has issued the policies to improve national innovation capacity.

In particular, the Prime Minister requested the Ministry of Science and Technology to conduct research, review and propose a comprehensive restructuring plan for the system of public scientific and technological research facilities. Building and developing national innovation centers, focusing on the key technologies of the Fourth Industrial Revolution. Developing a national innovation system in the direction of being enterprise is the centered, higher education institutions and research institutes as strong research subjects. At the same time, assume the prime responsibility for, and coordinate with units in joint research and development, propose special and breakthrough mechanisms and policies for the construction and operation of innovation centers. Beside, Vietnam has encouraged domestic and foreign universities, businesses and organizations to set up innovation centers in Vietnam.

In Da Nang City, the Department of Science and Technology issued Plan No. 28-KH/SKHCN dated May 12, 2020, focusing on the content of improving the capacity of innovation.

In the coming time, the city Department of Science and Technology will deploy 23 contents on the topic of innovation. In which, 03 contents are implemented in the period of 2020 to 2025 and 16 contents are implemented annually.

In the period of 2020 to 2025, the Department will coordinate with the Ministry of Science and Technology to promote the development of national creative start-up ecosystem to strongly develop startups in the city.

In addition, the Department will advise the implementation of the Projects to build Da Nang into a national innovation and innovation start-up center in the Central region and Highlands of Vietnam. In particular, in the immediate future, the city will focus on building and deploying activities of innovation centers, focusing on the core technologies of the Fourth Technology Revolution. The City People’s Committee issued a plan to implement the City’s Program on “Developing high-tech industry, building Da Nang into a national-level startup, innovation and innovation center, as an urban area in creativity – science – technology of the global and highly competitive”, and plan to implement the Project” Supporting national innovation start-up ecosystem to 2025″ in the Da Nang city.

With the efforts of Science and Technology development with the city’s FDI attraction goals, Da Nang hopes that it will become a destination for Science and Technology investors to set up company doing business in Vietnam.

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Da Nang to Cooperate with Singapore in Foreign Direct Investment

On July 19th,2019, Da Nang City People’s Committee held a “Singapore-Danang Investment Connection Seminar”, which leaders of the city’s departments and sectors met many major companies from Singapore under the Singapore Business Federation and Singapore Business Development Agency’s arrangement with purpose of seeking investment opportunities in Da Nang taking advantage of the dynamic city which investors from Singapore could set up company and make direct investment.

Singaporean businesses appreciated the model of building and developing the smart city of Da Nang and the achievements in socio-economic development of Da Nang in recent years, including digitizing government and protecting the environment in Da Nang.

Singapore is well-known as a country that has developed strongly in socio-economic achievements, has plans for environmental protection, pollution treatment, high-tech development and tourism. These are the business lines that Danang needs to develop for the purpose of building the city in the future.

Currently, many Singaporean businesses have chosen Vietnam as an investment destination and are willing to cooperate with Danang in many business lines such as banking finance, education, information technology, etc. The leaders of Da Nang always appreciate Singapore’s experience of building smart country, innovation and start-up businesses; at the same time, they emphasized that Singapore is a potential market that Da Nang city focuses on investment promotion in the coming time.

Singapore is the 4th country in total of FDI investors in Vietnam, the total investment capital in the first 6 months of 2019 from Singapore is 2.119 million USD and is the 3rd largest country in terms of FDI in Vietnam, with a total investment capital is 49,161 million USD. Investors invested in many business lines such as manufacturing technology, wholesale, retail, information technology,

Da Nang wishes to attract many Singaporean investors who will choose the city as the place to invest in the future. The leader of the city always strives to create the best conditions for Singaporean investors to invest in the city, in order to achieve socio-economic development in the future.

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Da Nang: Granting Investment Certificates for 14 FDI Projects in The First Month of 2020

In the first month of 2020, Da Nang granted dozens of economic projects, including 14 foreign direct investment (FDI) projects of foreign investors coming to set up company in Da Nang, with a total capital of 1,686 million USD.

The registered projects operate mainly in the fields of food service, information technology and foreign language training.

Accumulated to December 2019, there were 331 projects with a total investment of 104,707 billion VND. In the past 2019, despite removing many obstacles, Da Nang’s investment attraction has prospered. According to Department of Planning and Investment of Da Nang, from January 1st to December 15th 2019, FDI attraction reached 690.76 million USD. In which, there were 132 new projects, with total registered investment capital of 438.042 million USD; 16 projects increased capital with an additional capital of 117.38 million USD; 210 turns of foreign investors contributed capital with the value of 135.334 million USD; granted investment policy decisions for 9 projects with a total investment of over 8,829 billion VND.

Recently, in order to “cool off” traffic congestion in the inner city, Da Nang has spent hundreds of billion VND to renovate urban areas, build concentrated parking lots and renovate intersections. …

In 2020, the city will continue to promote and implement key and motivational transport projects such as Lien Chieu port, relocate railway station, adjust the city’s general plan, build T3 terminal – Da Nang international airport, the project to improve transport infrastructure borrowed from OFID Fund, the western ring road 2, North-West axis I, the consolidation road along both sides of Nam Hai Van bypass road, upgrading DT601 road… In addition, the city will study to promote and deploy urban railway connecting Da Nang with Hoi An city (Quang Nam province); continue to invest in developing public transport, compatible among types of transport in urban areas.

The investment in developing transport infrastructure and improving intersections will not only reduces traffic congestion but also promotes economic development.

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Danang Administrative Procedure is Attracting the Foreign Direct Investment

Da Nang is one of the five municipalities of Vietnam, located in the central Vietnam. Danang has the international seaport and airport, with natural advantages, therefore many tourists and foreign investors choose Danang is the interest destination in Vietnam. Many people are coming to Da Nang to buy apartment, properties, and invest in Danang in services and production.

For foreign investors, to do business in Vietnam, they need to seek professional assistance from consultants and lawyers in Vietnam. In addition, the administrative procedures related to the laws is also a major obstacle, which makes investors consider when doing business. In recent years, Vietnam has carried out many administrative reforms to solve difficulties and problems in administrative procedures. However, the fact that at many provinces, the results have not been achieved.

For Da Nang, it particularly aims to attract investment capital in domestic and foreign, as well as attempt to solve difficulties that many other places have not reached. Thankful for the application of information technology to administrative procedures in receiving and returning the results, administrative staffs at state agencies and citizens save time and cost. In addition, due to the application of electronic systems and the publicity of administrative procedures, people can look at the procedures before doing the procedures, which makes the procedure easier. For many years, Da Nang has been the top administrative reform in all of country. The application of administrative procedures through the numbering order in the administrative agencies, it reduces the hardship when processing records. In addition to serial numbers, the application of sequential number tracking software can help people actively their schedule time to deal with other works. Not only applying electronic technology to departments, Da Nang also applies the e-government administration model, making it easy for people to handle administrative procedures in all state agencies. By gathering all the departments at the Da Nang Administration Center, this helps the staffs and citizens to conveniently communicate with the Department in dealing with related procedures.

In addition, Danang also focuses on developing and implementing information and feedback applications as well as interaction between citizens and authorities. This allows the parties to interact with each other electronically, in addition to assessing the effectiveness of the work and the attitudes of the administrative staff. Therefore, the administrative agency can timely overcome the weakness of their staffs, citizens will easily reflect the working attitude of staffs who solve administrative procedures.

The administrative reform in Da Nang in recent years, has brought in high efficiency.In 2017, Da Nang has attracted 111.9 million USD FDI, increased 6.5 times compared with 2016, from investors come from all over the world. This reflects Da Nang’s efforts in reforming administrative procedures to bring high economic efficiency to the city in the future.

ANT Lawyers branch offices in Da Nang has assisted clients to review real estate deposit contract, apartment sales contract, advise them on laws on real estate and foreign ownership, set up company, apply work permit, investment visa and temporary residence card to work and live in here, taking advantage of Da Nang’s environment.

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Danang city Builds the Business Relationship with Tochigi Province of Japan

On December 19th, 2019, the representative of Danang city met the president of Tochigi province, led by Mr. Fukuda Tomikazu paying a working visit in Danang. At the moment, Japan is the top country which invest in Danang.

Danang is receiving more than 130 investment projects and the total of investment capital is 800 million USD from Japan. The Japanese investors set up a company, obtained an investment registration certificate in the area such as: hi-tech, supporting services, education, and medical. Besides, Danang signed the official memorandum of understanding on business cooperation with some cities of Japan such as: Kawasaki, Kansai, Yokohama, Kirsarazu,… Danang shows wishes to cooperate with Japan in many fields such as: economy, cultural, education,..

At the meeting, the representative of Danang city introduced the economy-social of the city and in recent years, the cooperation relationship of Danang and Japan has been developing in many fields.

Besides, the representative of ANT Lawyers met the representative lawyers from Utsunomiya law firm of Tochigi province at ANT Lawyers Danang office. At the meeting, the parties discussed the cooperation of helping Japanese investors to enter the Vietnam market with legal services. ANT Lawyers is the law firms in Vietnam, which has the offices in Hanoi, Danang and Ho Chi Minh City.

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Danang city Expands the Cooperation with Italia

On December 17th, 2019, the representative of Danang city met Mr. Dante Brandi the General ambassador of Italia paying a working visit to Danang.

In 2019, the export turnover to Italy is estimated at US $ 4.6 million, import turnover from Italy is estimated at US $ 4.1 million. Main export products are textiles, aquatic products, fishing rods and handicrafts. The main import items are medicine, electrical equipment, spare parts, and garment materials. At present, there are about 15 enterprises having import and export trade relations with the Italian market, 6 Italian investment projects in manufacturing, processing and services with the total capital is USD 1,2 mil.

The representative of Danang city suggest Mr. Dante Brandi support the city to contact the Italian investors and enterprises in the hi-tech, environment, hi-service which is the strength of Italia and Danang is needing in the coming time.

At the moment, Danang didn’t have the official cooperation relationship with any cities of Italia; therefore Danang hopes Mr. Dante Brandi could introduce some cities of Italia where have the same character and the way to develop, therefore Danang can establish the relationship in the way to transfer the staffs to develop the city and environment management system.

Mr. Danta Brandi supports the relationship between Danang and other cities of Italia, establish the straight flight from Danang to Italia,… to increase the cooperation, development in travel of the two countries, in the time that many Italian investors wish to set up company to invest in Vietnam. And also it is planned to increase the programs on teaching the Italian language in the Danang Foreign Language University, open the sport cars exhibitions, attract the Italian enterprises expand and operate their business in Danang,…

The representative of Danang wishes to attract more and more the Italian investors to develop the investment relationship between Danang and Italia in the future. Besides, the cooperation with Italia will help Danang to develop the targets of the city in travel, hi-tech, and environment direction.

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Danang city Meeting the First Korean Consul General in Central Region

On December 16th, 2019, Danang City held a meeting with the new Korean Consul General Mr. Ahn Min Sik, the first Korean consul general in Central Region of Vietnam.

Currently, Danang is a city that attracts a large number of Korean people to travel, live and invest to set up company. Therefore, the establishment of the Korean General Consulate in Danang is an opportunity to further expand the friendly relationship between the two countries.

In addition, the representative of Danang city also expressed his desire to attract more Korean investors in such fields as tourism, high technology, information technology and other industries. And the city has also leveraged the strengths and advantages in socio-economic development of the city in recent years. The city also hopes that the establishment of a Korean General Consulate in Danang will contribute to boosting many investors from Korea into Danang and contribute to increasing the number of Korean tourists to the city.

Mr. Ahn Min – Sik’s important tasks during his mission was to promote the attraction of Korean investment into Central of Vietnam including Danang. At the same time, further promote cooperation on the field of tourism between the two countries. According to ambassador Mr. Ahn Min – Sik, nowadays, many Korean people have come to Vietnam to travel, and his task is to make efforts for Korean tourists to return to Vietnam for the second and third time and many more after that.

Mr. Ahn Min – Sik affirmed that he would always accompany the city, making efforts for the development of Danang and South Korean localities, as well as for the good friendship between the two countries. The parties hope to have more opportunities to cooperate with each other, in all fields such as tourism, investment, culture, education, … to confirm the friendly relationship between Vietnam and South Korea in the near future.

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Danang cooperates with South Korea in building an intelligent transportation system

On October 28th, Vice Chairman of Danang People’s Committee had a meeting with Seoul Metro delegation, represented by Mr. Shim Seung Moo – Director of Seoul Metro International Relations Department.

At the meeting, the parties discuss about the program “Building Intelligent Traffic System” (ITS) in Danang, including the main contents such as: basic survey of the area where the project is supported; Reviewing and evaluating Danang plans and policies, development regimes; Analyze the appropriateness of the time as well as the project content and budget ….

Mr. Shim Seung Moo – Director of Seoul Metro’s International Relations Department said: Using the ITS application to operate and manage the transportation system is a necessary job for Vietnam and Danang. If ITS is implemented in an integrated manner, traffic congestion during peak hours as well as traffic accident incidents in the area will be quickly resolved.

In the coming time, to deploy the ITS project, Seoul Metro will support Danang in installing infrastructure, equipment, violation monitoring systems (speeding, illegal parking), system of moving fee, parking management … It is expected that the project will be implemented according the plan during 3 years: The first year of construction of architectural frames, the second year of organizing training and installation, the third year of operation.

On behalf of the representative of Danang city, Vice Chairman of the City People’s Committee-Mr. Dang Viet Dung, agreed and highly appreciated the proposals of the Seoul Metro mission in surveying and supporting Danang to build the ITS system. Especially in the context that Danang aims to build a smart city in the period of 2018-2025, with a vision to 2030.

South Korea is known as a country with IT industries in the world, including the electronics, telecommunications and transportation. Therefore, the application of information technology applications in parking, solving traffic congestion, traffic flow,… will be necessary conditions towards building a smart city in Danan in the future.

The Vice President assigned the Department of Transport and the Department of Planning and Investment to early develop a detailed plan of the project to submit to KOICA and competent agencies in Vietnam for consideration, and to build a roadmap to receive it. KOICA’s non-refundable capital. Besides, the Vice Chairman expected the relevant units to coordinate to implement the project effectively.

With the goal of building a smart city in 2030, Danang wants to attract more investors from many different countries, to make investments in the field of information technology in Danang, to achieve the goals to be the smart city set by the city in the future.

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Danang To Cooperate With the US Enterprises to Build an IT Center

On Oct 10th, 2019 representatives of Danang city met the US business delegation including Hayward Quartz Technology Inc., Westcoast Precision, Inc., Majestic Beauty Supplies, Inc., Lee’s Sandwiches International, Inc., Hung Phat USA. These are businesses in the field of manufacturing, processing diamonds and gold, silver and gems; production and distribution of beauty accessories, cosmetics; manufacturing and producing metal and hardware, supplying customized high-quality spare parts and semiconductor devices for the medical and biotechnology equipment industry; Manufacturing and distributing semiconductor equipment in the United States, whom shown interest to set up business and expand operation to Vietnam.

epresentatives of US enterprises affirmed that Danang City is a potential destination for businesses in the High Technology and Information Technology. With the coordination, as well as the city’s incentives in the field of high technology and investment in Danang High-Tech Park, enterprises from the United States consider opportunities to invest in the high technology sector in Danang.

Danang city has many benefits that investors are interested in such as the safe and stable living environment, the young and highly qualified labours from more than 25 universities and colleges in the city, in addition the city is also a destination for many domestic and foreign investors in many different fields, which is an opportunity for investors to compete, distribute the productions.

Currently, in Danang, there are more than 60 investment projects of the US investors with the registered capital of nearly 6 million USD, including large projects such as the Sunshine Aerospace Components Plant Project in Danang high-tech park of Universal Alloy Corporation (USA) with total registered capital of USD 170 million; the factory of electronics and electronic equipment manufacturing and assembling project, total capital of USD 50 million, in Hoa Khanh Industry Zone Expansion invested by Key Tronic EMS Group. Besides there are many other projects being implemented and effective in the process of operation.

Danang City and investors from the United States hoped to achieve more business achievements in the future to help investors and the city achieve development goals in the future to welcome company to set up company, factory, and invest in Vietnam.

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Danang’s Target in 2020 is “The Year of Promoting Investment Attraction”

On December 04th, 2019 Danang city held the conference on the result of the socio-economic development in 2019 and the target of the city in 2020. The conference affirmed the situation of implementing the city’s political duties, ensuring some criteria for socio-economic development of the city. In 2019, the city has achieved some outstanding results such as: budget revenue exceeded the assigned estimate (estimated at VND 28.170 billion, reached 102,9% of the estimate, up 3,5%; attracted more than 3.696 billion dong of domestic investment and more than 658 million USD of foreign investment capital (newly granted investment certificates of 118 FDI projects with a total registered capital of 437,13 million USD, 8 times higher than the same period); Total tourist arrivals were estimated at 8.69 times, up 13.4%, revenue from tourism activities was estimated at 30.973 billion VND, up 16,7%. In the year, social order and safety were maintained, is considered by many investors and tourists to be a destination for investment and tourism.

In 2020 is particularly important, the last year to implement the 5-year plan from 2016 to 2020 and the year of many political and cultural events. At this 19th Conference, the Conference agreed on the theme of 2020 as “The year of promoting investment attraction” with specific tasks to focus on implementing: promulgate new preferential policies of the city to attract investors; implement plans on improving the quality and efficiency of foreign investment cooperation; continue to improve infrastructure, expand high-tech zones, create land fund to call for investment; continue to remove obstacles in the planning, land management, human resources for businesses and investors. In 2020, the city will actively coordinate with ministries and branches to submit to the National Assembly for approval of the Resolution on Da Nang construction and development to 2030, with a vision to 2045; on that basis, submit to the Government for promulgation a decree on specific mechanisms and policies on city development.

In addition, with the goal of attracting foreign investors, the city hopes to receive more investors from many countries around the world to invest in high-tech and technology industries, biology, environmental protection projects, tourism development, etc. through setting up company, factory in Da nang City. This is a great opportunity for international investors to seize the opportunity to invest in Danang today, in order to enjoy the incentives, as well as the highest investment efficiency in the future.

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Employee Subject to Unilateral Termination of the Labor Contract Could Claim Unemployment Insurance

Unemployment insurance is a measure to assist workers in a market economy. In addition to providing financial support to stabilize the lives of employees during the period of unemployment, the main purpose of unemployment insurance is to help the unemployed to find a suitable and stable job, through vocational training, counseling and job referral.

When the labor contract is unilaterally terminated by the employee, the employee does not need to have a certificate from the employer that the legal termination is legal, to be eligible for Unemployment Insurance (UI).

Within 03 months since the date of termination of the labor contract, the employee who doesn’t obtain a new job and wish to receive UI only need to submit an application for unemployment insurance and one of the document following documents:

i) The labor contract or contract has expired or has been completed under a labor contract;

ii) Resignation decision;

iii) Decisive dismissal;

iv) Disciplinary decision on dismissal;

v) Notice or agreement to terminate the labor contract or contract of employment.

The unemployed shall receive a Decision on unemployment insurances within 15 working days from the filing date. From the 16th day, the unemployed shall be entitled to unemployment insurance as requested.

We at ANT Lawyers constantly follow the changes in the labour to provide legal update to clients

Unemployment insurance is a measure to assist workers in a market economy. In addition to providing financial support to stabilize the lives of employees during the period of unemployment, the main purpose of unemployment insurance is to help the unemployed to find a suitable and stable job, through vocational training, counseling and job referral.

When the labor contract is unilaterally terminated by the employee, the employee does not need to have a certificate from the employer that the legal termination is legal, to be eligible for Unemployment Insurance (UI).

Within 03 months since the date of termination of the labor contract, the employee who doesn’t obtain a new job and wish to receive UI only need to submit an application for unemployment insurance and one of the document following documents:

i) The labor contract or contract has expired or has been completed under a labor contract;

ii) Resignation decision;

iii) Decisive dismissal;

iv) Disciplinary decision on dismissal;

v) Notice or agreement to terminate the labor contract or contract of employment.

The unemployed shall receive a Decision on unemployment insurances within 15 working days from the filing date. From the 16th day, the unemployed shall be entitled to unemployment insurance as requested.

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Entering into a labor contract

A Labor contract is an agreement between an employee and an employer on paid employment, working conditions, rights and obligations of each party in the employment relationship.

Before starting to work, the employee and the employer need to sign a full employment contract so that they can know their rights and obligations when working, and carry out immigration-related procedures, temporary residence in compliance with Vietnamese law.

Labor contracts are made on the principles of voluntariness, equality, goodwill, cooperation and honesty, free-of-agreement between the parties but must not contravene the law and collective labor agreements and social ethics. .

There are three main types of Labor contracts: indefinite-term labor contracts, definite-term labor contracts (with term from full 12 months to 36 months), seasonal or specific employment contracts with a term of less than 12 months. The parties to the contract should pay attention to be able to know the time of contract termination according to the provisions and make an extension, sign a new contract according to the agreement of the parties.

The content of the labor contract should contain sufficient information about the parties, the job and the place of work, the contract term, salary, form and deadline of salary payment, wage allowances and additional amounts, the regime of wage increase, working time, rest time, insurance policies, training, ... these are necessary information required in a labor contract, the parties need to consider implementing, to ensure its rights and obligations with respect to employment contracts.

For foreign employee, it is necessary to pay attention to the content and cost of implementing legal procedures to ensure working in Vietnam such as entry visa, temporary residence card, work permit to avoid unqualified labor contract performance as committed with the employer. During the implementation of the labor contract, the parties have the right to agree to terminate the contract ahead of time or unilaterally terminate the labor contract in accordance with the law, but the notice must be given within the time appropriate to the other party.

In addition, during the implementation of the labor contract, the parties may amend and supplement the labor contract in accordance with the current law. Any addition or modification must be agreed by the parties by signing an appendix of the contract or signing a new labor contract.

The labor contract is a very important agreement that directly affects the rights and interests of the parties in their activities, so the parties should pay attention to the terms of the contract to avoid unfortunately disputes.

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Enterprise establishment service in Vietnam

ANT Lawyers provides enterprise establishment consulting service for domestic and foreign customers as the following services:

-To consult to establish Joint Stock Company;

-To consult to establish One member Limited liability company;

-To consult to establish Limited liability Company with Two or more members;

-To consult to establish Partnership company;

-To consult to establish Private enterprises;

-To consult to establish Sole trader;

-To consult to establish foreign invested company;

-To consult to establish the parent company, corporations.

Customers procedures established in the ANT Lawyers will enjoy some preferential services such as:

1. Contents of enterprise establishment consulting service:

-To consult legal regulation related to the establishment, operation and management of enterprises;

-To consult to set up personnel structure of the company;

-To consult to select types of enterprises;

-To consult to choose the name of company (lookup and select the appropriate name as the request of customers);

-To consult about the head office of the enterprise;

-To consult on capital, legal capital, investment capital;

-To consult on business lines (lines requires legal capital , professional certification or other conditions);

-To draft legal dossiers for setting up the company (Request for business registration, charter, founders list and other documents as prescribed by law);

-To consult for business on tax issues, financial obligations after the enterprise have been established and the process of production and business activities;

2. Our tasks in the enterprise establishment services:

ANTLawyers will on behalf of clients to perform the following tasks:

-Drafting and preparation the enterprise establishment dossier as regulations;

-To apply the dossier for business and tax codes registration in the Department of Planning and Investment;

-To monitor progress and inform regularly results to clients;

-To obtain the Investment Certificate from the DPI;

-Filing and registration the seal for Company at the Police Department;

-To obtain the seal and the certificate of the seal for the Company at the Police Department;

-To guide the customers to follow procedures in the relevant state authority (as needed);

3. Documents required to provide by clients:

-Information requested form of business;

-A copy of ID / passport of members / founding shareholder who is individual (notarized);

-A copy of business registration / establishment decisions of members / founding shareholders who is organization.

4. Client’s benefits after establishment:

-To be consulted and offered free the activating annual tax dossier, records and procedures for billing the enterprise;

-To consult the necessary tasks of the new enterprise;

-To consult human resources management , provide free labor contracts and the forms of management personnel;

-To consult the procedures for salary scale registration, the social insurance registration of company;

-To consult on tax matters, tax refund, tax credit;

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Establishing Distribution Company In Danang

Da Nang is a city in the Central of Vietnam, with the advantage of being a trading place of many countries in the world. Danang has a large seaport in the top 10 large seaports of Vietnam, facilitating trading activities with many countries around the world.

At the present, Da Nang is promoting foreign investment into Da Nang, and many investors have chosen Da Nang to do business in the distribution business line. For this business line, Vietnam has committed to open up to attract 100% foreign investment. As committed, foreign-invested companies in the distribution sector will be allowed to provide commission agents, wholesalers and retailers of all products manufactured in Vietnam and legally imported products into Vietnam. Therefore, the investors can import or produce goods, then they distribute the goods in accordance with regulations.

In addition, with the increasing in the number of tourists coming to Da Nang in recent years, the demand for consumer products, fashion and other items for tourists has increased. This triggers demand that many companies to provide essential goods for tourists, and this is a great investment opportunity for investors both domestically and abroad. The investors could explore this opportunity to set up company in Da Nang and fill the market’s demand.

In addition, with many policies to support enterprises in administrative procedures, as well as management, investors can easily carry out procedures as well as manage and control their business better. Enterprises investing in Da Nang are now very satisfied with the way public services are handled in the city’s administrative procedures, therefore more and more investors are choosing Da Nang as a destination for investment when targeting in Vietnam.

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