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Setting up and operate 100% foreign-owned company (Hanoi)

This post is about the actual experience which James and me had when setting up 100% foreign-owned company in Vietnam.

I) Selecting law service:

Starting early of Aug Protected content , James and me contacted various law services to inquiry about setting up 100% foreign-owned company. They are:

+ Nam Long law: offer James a service fee of 300USD/month for their regular legal service to protect James' money as well as for his personal issue.

+ Domicile offered to help James to build a company about management consulting, and instruct James about legal papers for the contract with the farmers. Payment: Domicile fees of 1,600 USD; legal fee of 5,500 USD. Total 7,100 USD.

+ DIMAC law: offer 3,500 USD.

+ Hong Duc law: offer 1,800 USD.

+ Grunkorn and partner: didn't offer a price but advised us to establish a 100% Vietnamese owned company instead.

James selected to work with Domicile since their solution convinced James the most.

II) Working with law firm to set up the company:

James met Domicile (Matthew Lourey and Xuan Nguyen) with me on Aug 29, Protected content finalize the process.

Here are documents James need to provide to establish the company:

+ scanned copy of passport, scanned copy of driver license, Protected content copies of passport.

+ Letter from a bank outside of Vietnam confirming that James has greater than $20,000. (James will have to bring $20,000 into the company within 90 days from license being issued, and it must come from his own bank account outside of Vietnam – but not necessarily from the exact account/bank in this letter)

+ Preferred name of the new company (check if duplicate or not)

+ Rental contract in Vietnam for an office.

About the office: James need to pay for an office in at least 6 months with direct rental contract with land owner to be registered as company address. This address is just to satisfy requirement of tax office. James selected service of Replus office. It's necessary to have original lease contract, since James wasn't in Ho Chi Minh city, so Domicile sent the contract electronically, James wet-signed it and fedexed it back to Domicile. The document arrived on Sep 29.

III) Other legal works after company establishment:

James's company with the name: Elkbridge Consultant Limited Company was legally established on Nov 2, Protected content . Business registration number is same with tax code.

Nov 10, Protected content , we met Mr. Toan at Indochine counsel office. He handled James originals of Investment Registration Certificate, Enterprise Registration Certificate, seal register, seal and original application dossiers of the company set up.

Then James and me worked together on:

+ notarize passport, seal registration, ERC, IRC. We notarized these at the notarization office near James's place: Nguyen Canh notarization office no. 4 Tran Quang Dieu street, District 3.

+ Register at tax office, obtain tax invoice, obtain tax token, pay business license tax.

+ Register me as Chief Accountant.

+ Register company's bank account (with Vietnam International Bank).

Domicile provided us forms to fill up. I filled up those forms by myself, we printed them, James signed and sealed, and I brought them to local government offices to submit. For the company's bank account, we need to go together.

Here is list of documents we submitted:

* To VIB Protected content Pasteur): notarized copies of business license, seal certificate, passport of James, ID of Chief Accountant (me), Chief Accountant appointment letter, bank account application for company, company's internet banking application, request for opening foreign currency account for direct investment capital. And a contract for internet banking service between James's company and VIB.

Beside, James also need to filled up the W-8BEN-E form as an US citizen.

* To tax office: copy of ERC, Registration for Fixed Asset depreciation method, accounting method, VAT method.

Domicile advised us to submit Director appointment letter and Chief Accountant letter but tax office told me that those documents aren't necessary. Domicile also tolf us to have authorization letter which James authorize me to help him to process the legal documents but no one asked me about that document or didn't have a look at it.

About tax matters, we are under Ho Chi Minh city tax bureau at no. 63, Vu Tong Phan street, An Phu ward, District 2, HCMC.

* To Department of Planning and Investment (no. 32, Le Thanh Ton street, Ben Nghe ward, District 1, HCMC):

Information changing notice (update about bank account number and name and phone number of Chief Accountant), photocopies of ID of Chief Accountant/person submit documents.

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