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Vietnam Weekly Update - 25 June 2022

Cập Nhật Hàng Tuần Việt Nam - 25 Thang 06 2022

In this Legal Update: 1) Strengthening the review and inspection to detect taxpayers having signs of risks on invoices, combating VAT refund fraud, and 2) New minimum wage for employees working under labour contracts.

Power Plant Operators Must Report Regulatory Compliance to EVN by 30 June

On 21 and 23 June 2022, EVN/Electricity Power Trading Company (“EPTC”) issued respectively official letter no. 4024/EPTC-KDMD and official letter 4077/EPTC-KDMD (“EPTC’s Official Letter”) to project owners of power plants in Vietnam requesting owners to review and report on regulatory compliance of their power plants.

Draft Decree on Fintech Regulatory Sandbox

A couple of months ago, the government of Vietnam issued a second draft decree on implementation of the regulatory sandbox for financial technologies (Fintech). The final decree will govern the ultimate disposition of Fintech regulations.

Vietnam: State Bank to Tighten Conditions on Foreign Loans

The State Bank of Vietnam released a draft Circular on 11 May 2022 strengthening conditions for non-government guaranteed foreign loans, replacing Circular No. 12/2014/TT-NHNN. The State Bank intends to tighten control over foreign loans to address the risks on currency fluctuation and the national debt limit.

Vietnam: Ministry of Construction clarifies the basis of the options to stipulate the term of apartment ownership

In this update: 1) The Ministry of Construction clarifies the basis of the options to stipulate the term of apartment ownership, 2) consider reducing fees and charges due to increased fuel prices, and 3) maternal leave, sickness are still supported with rent.

Vietnam Weekly Update - 31 May 2022

Cập Nhật Hàng Tuần Việt Nam - 31 Thang 05 2022

In this update: 1) Incentives on CIT for projects manufacturing supporting industrial products, and 2) Approving for both investment guidelines and investors to implement the commercial housing construction investment project.

Cambodia: Related Party Loans – The Saga Continues…

On the 25th of May 2022 the General Department of Taxation of Cambodia issued Notification No. 10979 GDT on the “Required Documents to Support the Interest Charge on Related Party Loans” (“Notification 10979”). The key points are discussed in this update.

Axie Infinity and Dispute Resolution

The problem of data privacy being controlled by a bully company in a bully country is only the beginning of the problem, especially for countries that may not be in the exact sphere of influence of the Western alliance. Let me explore the issues using Axie Infinity as a definite example for ease of discussion.

Vietnam - May Newsletter: Preventing Tax Loss in Real Estate Transfer

In this newsletter: 1) Extension of time for paying VAT, enterprise income tax, personal income tax and land rent, 2) preventing tax loss in real estate transfer, and 3) The requirements for enterprises to be supported for loan interest rates of 2 percent per year.

Myanmar: DICA Deregisters Companies Failing on Annual Return Submission

The Directorate of Investment and Company Administration issued three notifications, namely, Notifications 58/2022, 59/2022, and 64/2022 in April 2022. 300 companies incorporated under the Myanmar Companies Law which failed to submit their annual returns within the prescribed time period were struck off this April.

Interim Injunctions: Court-Ordered Equitable Remedies in Thailand

This update discusses Interim measures in Thailand, which are listed under Section 254 of the Thai Civil Procedure Code, and are considered equitable remedies, meaning that they are within the inherent authority of all Courts vested with equitable jurisdiction.

Local Companies Required to Use National Domain Name

On 1 April 2022, the Ministry of Commerce (“MOC”) and the Ministry of Posts and Telecommunications issued Joint Notification 0837 setting out requirements for locally registered companies to use a level 2 national domain name “.com.kh” and e-mail address with level 2 national domain name “.com.kh”.

Uncertainties regarding merger filing involving regulated companies in Vietnam

Article 13 of Decree 35/2020 sets out two different sets of merger filing thresholds; the two sets of different merger filing thresholds give rise to various uncertainties for a M&A transaction involving a Special Company.

Is the list of related persons of a Vietnamese joint stock company expanded?

When determining who is a related person of a non-public joint stock company (JSC), as a routine, one would turn to Article 4.23 of the Enterprise Law 2020. Article 4.23 lists out the related persons of a company. However, Article 167.1 suggests that the list of related persons under Article 4.23 might not be exhaustive.

Invitation for Bids to Conduct Feasibility Study for New Global Trade Port in Mon State

On 24 May 2022, the Port Authority of the Ministry of Transport and Communications issued an invitation for bids to be submitted to conduct a feasibility study for the construction of a new international port terminal (“Project”) in Mawlamyine district of Mon State on the western coast of Myanmar’s southeastern peninsula.

Vietnam: New conditions for implementing industrial park infrastructure projects

In this update: 1) New air services priced by the Ministry of Transport, and 2) New conditions for implementing industrial park infrastructure projects.

Vietnam: Notice on mortgage over receivables in Vietnam

A mortgage over receivables (thế chấp khoản phải thu) is a very common type of mortgage in Vietnam. Article 33 of Decree 21/2021 provides that a mortgage over receivables does not require a consent by the obligor but such person must be notified by the secured party to know before implementing the obligations.

Is M&A Approval Required For A Foreign Investor Buying Secondary Shares In A Vietnamese Securities Company?

The Securities Law 2019 removes the requirement for approval by the State Securities Commission (SSC) for transactions involving 10% or more of the Charter Capital of a Vietnamese securities company. Only a private placement of shares by a securities company is subject to SSC’s the approval. It is unclear if M&A Approval is required where a foreign investor acquires secondary shares in a Vietnamese securities company.

Vietnam’s International Commitments in Data Privacy

To finish our long review of data privacy regulations in e-commerce, including data localization and cybersecurity issues, this post shares our overview of relevant commitments in these areas in international agreements to which Vietnam has recently become a member.

New requirements for trading of privately placed corporate bonds

Draft Decree 153 aims to further strengthen the legal framework for a viable, transparent and effective corporate bond market. However, in its current form, the draft decree could impede the trading of corporate bonds for both issuers and investors.