Post-Establishment Procedures for a Construction Company in Vietnam

Establishing a construction company is just the first step for the company to officially operate legally in the market. After receiving the Enterprise Registration Certificate, the construction company needs to quickly complete the following legal procedures according to the provisions of law. This is a mandatory condition to ensure smooth business operations, avoid risks of administrative sanctions and create a foundation for the company’s reputation. In the article below, Viet An Law will present in detail the post-establishment procedures for a construction company in Vietnam.

What is a construction company?

A construction company is understood as a unit or organization with full construction functions and capacity, able to directly sign a construction contract with the investor, to undertake the entire type of work or the entire work of a construction investment project.

Post-establishment procedures for a construction company in Vietnam

Post-establishment procedures for a construction company in Vietnam

Applying for a sub-license

Applying for a sub-license is one of the important procedures after establishing a construction company. If the construction company registers for a group of common civil and industrial sectors, without specific requirements on capital, qualifications or experience, it does not need to apply for a sub-license. However, for some specialized industries, after establishing a construction company, it is necessary to apply for a sub-license from the competent authority. Specifically, these industries include:

• Construction survey services
• Construction design and design review services
• Construction supervision consulting services
• Construction execution services
• Construction activities of foreign contractors
• Construction investment cost management services
• Construction inspection services
• Construction specialized testing services
• Construction planning design services

Hanging a signboard at the head office

According to Clause 4, Article 37 of the Law on Enterprise 2020, the company name must be attached to the company’s headquarters, branches, representative offices, and business locations. This is a mandatory regulation, one of the ways to prove the legal existence of a construction company. If not complied with, the company will be subject to administrative sanctions.

Required information for a company nameplate

According to Article 34 of the Advertising Law 2012, company nameplates must have the following information:

• Name of the direct supervisory authority (if any);
• Name of manufacturing and business establishment: the nameplate must ensure all necessary parts of the company name in accordance with relevant legal regulations (For example: Viet An Law Company Limited);
• Address, phone number;
• Tax code (tax code is not stated in the provisions of the Advertising Law, but to make it easier to search and avoid confusion, the company should add the business code/tax code on the nameplate).

Open a company bank account and notify the competent authority

After establishing the company, the company owner needs to go to the bank and open a company account. After having an account, the company needs to draft an official letter and send it directly to the Tax Authority in charge so that this authority can confirm that the account number exists and is the bank account of the construction company.

Note: Personal bank accounts cannot be used for newly established companies. Therefore, the company owner must open a separate account for the company and cannot use their own personal account.

Register for a digital signature to pay taxes electronically.

According to Article 4 of Circular 19/2021/TT-BTC, taxpayers conducting electronic tax transactions must have the ability to access and use the Internet, have an email address, have a signature or have a mobile phone number issued by a telecommunications company in Vietnam (for individuals who have not been granted a digital certificate) registered to use for transactions with tax authorities, except in cases where taxpayers choose to pay taxes electronically according to the following methods:

• Electronic information portal of the Department of Taxation.
• The National Public Service Portal and the Electronic Information Portal of the Ministry of Finance have been connected with the Electronic Information Portal of the Department of Taxation.
• The electronic information portal of other competent state agencies (except for point b of this clause) has been connected to the electronic information portal of the Department of Taxation.
• T-VAN service providers approved by the Department of Taxation to connect to the Department of Taxation’s Electronic Information Portal.
• Electronic payment services of banks or intermediary payment service providers to make electronic tax payments.

Noticing of electronic invoice issuance

To issue electronic invoices, construction companies need to perform the following steps;

Step 1: The company prepares the digital signature (token)

A digital signature is used to sign invoices and conduct electronic transactions with tax authorities.

Step 2: Register to use electronic invoices with the tax authorities

• Implement the notification of registration for using electronic invoices (Form No. 01/DKTD-HDDT issued with Decree 123/2020/ND-CP).
• Submit the registration form via the Department of Taxation’s Information Portal or via the electronic invoice software used by the company.

Step 3: Wait for the tax authority’s response

The tax authority will send a notice of acceptance or rejection of the registration (usually within 1 working day if the application is valid).

Step 4: Issue electronic invoices

Once accepted, the company officially issues electronic invoices to customers.

Step 5: Store electronic invoices

Store invoices properly and ensure they can be looked up and presented when necessary.

Notes:

• The company must choose an electronic invoice service provider (VNPT, Viettel, Misa, FPT, BKAV, etc.) or use invoice software integrated with the Department of Taxation’s system.
• The invoice content must contain full information according to regulations (name, address, tax code, goods and services, tax rate, electronic signature…).

Contributing capital in full and on time

After establishment, company members/ shareholders need to contribute capital according to the type of assets, ratio and time limit committed in the company’s charter (usually 90 days from the date of establishment).

Customers who need advice on post-establishment procedures for a construction company in Vietnam, please contact Viet An Law for the best support!