At VIVA, we pride ourselves on our exceptional expertise and forward-thinking approach, ensuring full compliance with governmental regulations and providing invaluable guidance to management teams in establishing robust internal management systems, proactively mitigating risks, and attaining sustainable long-term competitive advantages.
Thus, we would like to propose our comprehensive and highly specialized advisory services, meticulously designed for businesses of all types, including foreign direct investment ones.
CONTENT 1 – COMPREHENSIVE CONSULTANCY ON FULL COMPLIANCE PROCEDURES
Management of business compliance procedures is essential to ensure seamless daily operations and maintain strong relationships with government agencies, customers, partners, shareholders, and employees.
1. MANAGEMENT OF COMPLIANCE PROCEDURES WITH GOVERNMENT AGENCIE
- Providing expert advice and organizing and managing the business records system;
- Coordinating the preparation and submission of comprehensive compliance reports, including value-added tax (VAT), personal income tax (PIT), corporate income tax (CIT), withholding tax, etc.;
- Coordinating the control of supporting documents for each transaction, developing accounting book systems, and preparing financial statements in strict adherence to regulatory requirements;
- Managing labor relations with employees, insurance agencies, and tax authorities;
- Taking charge of periodic reports as required by the tax, business registration, and labor authorities;
- Acting as the representative for clients in regular interactions with government agencies or on specific matters. Providing support in liaising with banks and partners concerning relevant data and reports;
- Conducting periodic or requested internal audits of records, documents, and data to meet diverse compliance requirements. Preparing quarterly or annual management letters to report data, operating results, potential risks, and preventive measures to the Management Board;
- Offering expert guidance on transactional matters and handling emerging issues related to daily operations and at the specific requests of the Management Board.
2. CONSULTANCY ON INTERNAL MANAGEMENT
Corporate Financial Management
- Evaluating total capital and assets engaged in operations
- Assessing the capital structure, including equity, loans, and other capital sources
- Analyzing cash flow, cost of capital, and actual business performance.
- Developing strategic plans for capital raising, capital mobilization, capital transfer, and cost of capital optimization
Corporate Records Management
- Legal entity records
- Ownership records
- Articles of Incorporation
- Records of capital contribution and ownership rights within the company
- Records of intellectual property rights, trademarks, and business locations
Shareholder Relationship Management
- Ownership and governance rights
- Internal decision-making mechanisms
- Internal conflict prevention
- Conflict of interest prevention
- Inheritance, share transfers, and changes in shareholder structure
Human Resources Management
- Remuneration regulations
- Internal labor regulations and disciplinary procedures
- Collective labor agreements
- Organizational charts and job positions
- Standardized templates for labor contracts
3. DUE DILIGENCE AND CONFLICT MANAGEMENT SERVICES
Senior Management Due Diligence
- Criminal record certificates
- Employment history
- Professional qualifications
- Financial capabilities
- Competitive factors and conflicts of interests
Customer and Partner Due Diligence:
- Legal entity records
- Credit records of business individuals
- Compliance with relevant business laws and regulations
- Litigation history, restraining orders, seizures, or obligations to third parties
- Financial capabilities
Business Conflict and Dispute Resolution
- Collecting and analyzing all relevant documents to the case
- Assessing the case’s impact and legal basis
- Developing optimal solutions that protect your business’ legitimate rights and interests
- Creating an action plan for conflict resolution
- Providing ongoing support throughout the implementation process
For more details on our due diligence, conflict resolution, and administrative procedure support services, please contact our experts directly to inquire about our work portfolio.
CONTENT 2 – CONSULTANCY ON BUSINESS LEGAL RECORD MANAGEMENT
Legal records pertaining to a business encompass compliance procedures with various government agencies and the rights and obligations of business owners. They are valuable assets that can generate substantial value and require meticulous management.
1. KEY OBJECTIVES:
- Assessing the business model, industry-specific risks, capital considerations, shareholder relationships, and alignment with the business sector and strategy
- Establishing a comprehensive system for managing legal records, ensuring orderly, secure, and easily accessible storage that facilitates efficient retrieval and utilization.
- Optimizing tax expenses through adjustments in the business’s capital structure and financial management provisions outlined in the articles of incorporation.
- Fostering stable and sustainable relationships among shareholders
- Providing prompt information to banks, partners, and government agencies, facilitating immigration, entry, and exit-related procedures
- Providing prompt information to banks, partners, and government agencies, facilitating procedures related to immigration, entry, and exit.
2. SCOPE OF REVIEW AND PERFORMANCE:
- Business Licenses: Investment registration certificates; enterprise registration certificates; branch, representative office, business location, and warehouse registration certificates; operating permits for specialized sectors.
- Asset Rights: Lease agreements; intellectual property protection certificates; property ownership certificates; valuation records, and valuation certificates.
- Ownership Relations: Legal records establishing the capital contributions by individual shareholders; internal governance regulations on shareholder and member relations; articles of incorporation and amendments; administrative records of the Members’ Council, Board of Directors, and General Meetings of Shareholders.
- Other Compliance Records: Internal labor regulations; collective labor agreements; remuneration regulations; and HSE and fire protection records.
3. SCOPE OF SERVICES PROVIDED BY VIVA:
- Gathering and categorizing records into specific groups according to ISO standards, then scanning them for digital storage
- Conducting thorough assessments to ensure each record’s completeness, accuracy, and legal compliance; Identifying potential risks or discrepancies, with particular emphasis on regulatory compliance.
- Providing advice on developing the business’ articles of incorporation, focusing on critical aspects such as shareholder relationships, governance rights, asset ownership, profit distribution, and inheritance.
- Offering guidance on adjusting the business licensing system, including selecting appropriate business models, adjusting registered and investment capital structures, organizing holding company structures, and amending business license content to mitigate risks and optimize tax expenses.
- Consulting on establishing and enhancing the business’ credit criteria system, including credit reports and Know Your Customer (KYC) practices to enable productive collaborations with clients, investors, and partners
- Providing consultation on organizing specialized publications for efficient document storage, ensuring readiness to supply valid hard copies and digital files to clients, partners, and relevant authorities.
CONTENT 3 – SPECIALIZED ADVISORY SERVICES ON LABOR RELATIONS MANAGEMENT
OBJECTIVES AND PRIMARY SCOPE
At VIVA, we offer advisory services to effectively manage labor relations within your company in accordance with local regulations. Our primary scope of services includes:
- Employee-company relations regarding the conclusion and enforcement of labor contracts
- Company-insurance agency relations regarding mandatory insurance premium declaration, payment, and settlement
- Company-tax authority relations regarding annual tax declaration, payment, and settlement
- Ongoing advisory services tailored to daily requirements regarding internal labor regulations, remuneration regulations, collective labor agreements; personnel records; labor contract enforcement; labor contract adjustments, amendments, and termination; wage and salary administration (including minimum wage, wage calculation formula, payroll, payment methods, deadlines, salary disbursement policies, overtime wages, night shift wages, suspension wages, subcontracting wages, salary advances, salary deductions, bonuses; salary payment processes; working hours and rest periods; labor discipline, and material responsibilities.
CERTAIN SPECIFIC TASKS:
1. Human Resource Record Management
- Personnel records
- Labor contracts and associated addendums
- Labor management logs
- Labor relation termination and liquidation records
2. Payroll Management
- Verification of attendance records
- Calculation of salaries, allowances, benefits, bonuses, and other income components
- Salary calculation for new employees and resigned employees
- Updates and adjustments to salary-related information
- Consolidation and validation of pending payrolls
- Salary disbursement to employees, including delivery of online payslips for office personnel and physical payslips for factory workers.
- Responsive handling of employee queries, clarifications, and concerns regarding salary matters through email, phone, or in-person interactions.
3. Mandatory Insurance Management
- Monthly reporting of changes in insurance coverage
- Verification and finalization of insurance records based on requirements
- Registration for social insurance adjustments and issuance of health insurance cards to employees
- Handling of claims for sickness, maternity, accident, and death benefits as they arise
- Disbursement of insurance benefits to employees
- Reconciliation of insurance data with the labor agency
- Management of mandatory insurance premium payments to the labor agency
- Registration and management of digital signatures and online accounts for mandatory insurance purposes.
4. Personal Income Tax Management
- Registration of tax identification numbers and dependents for new employees
- Compilation and submission of monthly personal income tax reports
- Explanation and addressing of inquiries regarding personal income tax
- Management of personal income tax payables
- Registration and management of digital signatures and online tax declaration account for the company.
5. General Advisory Services
- Labor discipline and dispute resolution
- Labor laws, mandatory insurance, and personal income tax
- Labor relations
- Labor contracts and offer letters.
6. Specialized Advisory Services for Expats in Vietnam
- Personnel records in compliance with local requirements
- Work permits
- Temporary residence cards for work permit holders and their family members
- Mandatory insurance
- Bank accounts – salary reception and remittance abroad
- Other necessary compliance procedures for expats in Vietnam
- Comprehensive management of labor records, unlimited income-based tax settlement, and support in building a long-term credit history for executive personnel to facilitate future departure and investment arrangements.
7. Additional Services:
- Personal income tax settlement for individuals with one or multiple income sources.
- Preparation of internal governance reports as per specific requirements
- Resolution of discrepancies or issues related to personal income tax and mandatory insurance
- Performance of other relevant tasks as required.
CONTENT 4 – EXPERT ADVISORY ON CORPORATE FINANCIAL MANAGEMENT
BUSINESS CAPITAL AND OPTIMAL CAPITAL STRUCTURE
An optimal capital structure is essential for maximizing return on equity by minimizing interest expenses, leveraging tax advantages, and reducing business risks.
- Equity from founders, members, and shareholders.
- Capital raised through loans from credit institutions, investment funds, organizations, or individuals.
- Financial leasing
- Trade credit
Hence, it is not mandatory for the total business capital to originate solely from the owner’s resources but can be raised from multiple sources. Each capital source incurs varying costs. The Management Board needs to establish a basis for determining the structure and proportion of each capital source in the overall business capital.
Numerous businesses in Vietnam have yet to properly list, assess, and determine the actual total capital invested in their operations. This results in the inability to ascertain the cost of capital, and suboptimal utilization of resources, thereby exposing businesses to risks of losses or misallocation.
BASIS AND SOLUTIONS FOR CAPITAL RAISING ACCORDING TO THE SELECTED STRUCTURE
Once the potential capital sources, cost of capital, and optimal structure are identified, the business must develop effective solutions and plans to raise capital successfully.
Basis for Capital Raising
- Complete business legal records, especially assessments on establishment and operational records, capital and ownership, management personnel, and organizational structure, authority, labor relations management, as well as relevant policies, valid contracts, tax compliance and accounting reports, asset inventory, rights of usage, banking relationships, and credit history, conditional business licenses, and list of relevant penalties, disputes, and litigation.
- Corporate financial credit records: financial statements and historical performance; current financial indicators; cash flow; credit history through the Credit Information Center (CIC); credit history with suppliers; obligations to governmental agencies; asset validation, status, and ownership rights; accounting book value of the business and its actual market value, including total actual value of the business’s own tangible and intangible assets at the market price at the time of the business valuation; the business valuation records, including the value of tangible and intangible assets.
- Corporate administration credit records: information systems, internal governance regulations, processes, and tools; financial management; human resource management, etc.
- Trade Credit Records: including assessments on customers, competitors, sectors, macroeconomic policies, prospects, and potential risks. SWOT analysis to identify strengths, weaknesses, opportunities, and threats.
- Intellectual Property Records: including assessments on ownership certificates for copyrights, patents, industrial designs, and trade secrets.
- Sales Policies and Transaction Management: including supplier obligations and commitments, trade credit policies, contract templates, and forms, critical terms enforcement, and dispute resolution.
Capital Raising Solutions:
- Determining the short-term and long-term capital requirements and scale based on business strategies and plans
- Preparing supporting documents to demonstrate the feasibility of the business project
- Combining project records with business credit records to access diverse capital sources.
MANAGEMENT AND UTILIZATION OF CAPITAL THROUGH NUMERICAL ANALYSIS AND FINANCIAL TOOLS
Even after establishing an optimal capital structure and securing suitable funding sources, efficient management and utilization of capital are paramount. It necessitates specialized expertise in the following areas:
- Organizing storage and management of records and reports in compliance with regulatory requirements to ensure timely and comprehensive information retrieval, storage, and provision
- Developing and implementing financial accounting systems and complying with tax and accounting procedures
- Establishing internal control systems tailored to the unique requirements of the business
- Designing internal financial and management reporting templates and providing regular, continuous reports to the Management Board to facilitate decision-making
- Monitoring data collection, conducting analysis and evaluation, and managing risks
- Conducting regular and ad hoc internal audits as necessary to guarantee the reliability, timeliness, and compliance of reports presented to the Management Board
- Integrating advanced management software and expanding its application to encompass new investment projects, subsidiaries, and affiliates
VIVA’S CORPORATE FINANCIAL MANAGEMENT SERVICE PACKAGE
At VIVA, we are committed to providing expert solutions and highly skilled resources that enhance business performance for enterprises in Vietnam as follows:
- Conducting internal audits to evaluate your business’ overall financial status in alignment with prevailing regulations and your Management Board’s specific requirements; Preparing management letters to present potential risks, recommendations, and a roadmap for improvement.
- Providing personnel and resources to facilitate restructuring your accounting and financial departments, establishing a solid foundation for your operations, managing business records systems, and developing and completing your business’ legal and credit records.
- Engaging in planning, advising, and controlling transactions, accounting reports, and financial statements as required, providing direct support in capital raising and capital utilization management to ensure compliance, safety, optimization, and long-term development.
- Developing sales and sales-related cash flow management policies, formulating procurement policies, and managing cash flow and trade credits with suppliers. We offer strategic policies to manage and optimize cash flow, reduce the cost of capital, safeguard your assets, and implement detailed process workflows and applicable templates.
- Recruiting and training suitable personnel to ensure a smooth transition of processes and execution within your business.
CONTENT 5 – INTERNAL AUDIT AND CONTROL OF RECORDS FROM 2022 AND PRIOR
We offer our clients internal audit services covering operations, records, documents, and reports. Our audits go beyond ensuring completeness, accuracy, reasonableness, and compliance, aiming to provide valuable management insights that enable proactive risk prevention and sustainable growth.
Auditing and Ensuring Compliance with Key Regulations Set by the Government:
- Preparation of financial statements for the year 2022: Structuring revenues, expenses, and profits and conducting independent audits of financial statements as per relevant regulations or management requirements.
- Tax expenses for the year 2022: Determination of tax liabilities, balancing and optimization methods, and reconciliation procedures with tax authorities.
- Mandatory insurance expenses: Determination of total insurance obligations, optimization methods, and reconciliation procedures with insurance agencies
- Business record storage: Gathering, classifying, arranging, reviewing, scanning, transferring, and maintaining records in a manner that ensures the ability to substantiate the legitimate rights and interests of your business while remaining prepared for any inspections by governmental authorities.
Auditing and Ensure Compliance with Labor Relations Management:
- Analysis of overall payroll expenses: Payables to employees, required insurance deductions, and income tax obligations.
- Management of year-end bonuses and New Year holiday bonuses: Evaluating work performance and business performance, devising bonus calculation methods, and formulating bonus disbursement policies and managing disbursements
- Revision and renewal of labor contracts: Adjusting labor contracts in accordance with the latest regulatory guidelines, incorporating changes in income levels, job scopes, and other relevant factors.
- Human resources policies: Supplementing and revising internal labor regulations, remuneration regulations, collective labor agreements, and various standardized contract templates.
ABOUT VIVA BUSINESS CONSULTING
VIVA is the local expertise for local business compliance procedures, has been trusted by thousands of foreign investors, multinational companies from Europe, Japan, Singapore, India, Korea, USA… for the required business compliance procedures by local laws and regulations since 2006.
Thanks for consistent of practice expertise in Business laws - Employment relations – Tax and accounting – Corporate finance – Corporate services, VIVA has been successfully providing service for thousands of leading companies in such industries: Garment, energy, pharma, advertising, agricultural…
VIVA keeps its signature by offering one-stop business platform with regard to market entry and the mandatory business compliances. We ensure for our client’s good standing, in lawful and optimal manners whenever they are working and doing business in Vietnam.
- FDI companies in Vietnam – managing the required compliance procedures
- Using business management advisory services to manage risks and create competitive advantages
- DUNS number: standard worldwide and unique numeric identifier for business
- Approval for investment guidelines of new factory in Vietnam
- Types of employment contracts – probationary – cases of termination
- Manage employment relations in Vietnam
- Labor compliance procedures – registration internal labor regulations
- Why registration of internal working regulations ?
- Doing business in Vietnam – business records management
- Managing the required business records in Vietnam
- Internal audit
- Doing business in Vietnam – statutory audit of financial statements
- Notice on financial statement audit for fdi companies
- Taxable incomes from wages and remunerations
- Company in Vietnam- lawful cash-flows and required compliances
- Corporate financial management