We refer with thanks to your request from which we were requested to advise on changing of legal representative of FDI company in Vietnam.

With many years of experience on Business, Foreign investment, Real estate, Litigation and with a team of professional lawyers and consultants educated from well-known universities over the world, the firm quietly has ability to provide highest quality of pragmatic advices and support on your intention.

We do hope that from now on, a long-term co-operation shall be soon setup between us.

I.                   PRELIMINARILY COMMENT OF SB LAW

It is our understanding that your company (hereinafter referred to as “the Company”) was duly established under Vietnam laws and has been granted the Investment Certificate (hereinafter referred to as “IC”) .

The change of legal representative has to be registered with the provincial Department of Planning and Investment.

Pursuant to the new Law on Investment and Law on Enterprises which comes into effect from 01 July 2015, a seperate Enterprise Registration Certificate (“ERC”) shall be issued to reflect all information relating to the Company.

Other information regarding investment  project is still remain in the current IC. Therefore, after changing the Company shall operating under two separate licenses, namely ERC and IC.

Before proceeding, we would like to note with you some key points, including:

–          The Charter Capital and/or Investment Capital of company has to be fully contributed in accordance with contribution schedule as defined in the Company’s IC;

–          The company must totally complied with investment report scheme (e.g. quarter, annual report), report on trading activities (if any) as prescribed by the applicable Vietnam Law on Investment and other regulations;

The timing for this procedure usually lasts around fifteen (15) working days upon submission of valid dossier.

The above mentioned time-frame is expected upon the original information provided by the Client and actual situation of license procedure at the time of preparation of this Legal Service Proposal.

The time in fact could be longer or even shorter than expectation. In case the procedure lasts longer than expectation, SBLAW will redouble the effort to overcome the delays encountered in order to guarantee the benefits of the Client.

II.                SCOPEOF SERVICES

SB LAW is ready to provide package service to Client as follows:

 

SCOPE OF SERVICES

Preparation of the application documents:

·                      Notifying application documents required in accordance with Vietnam laws;

·                      Drafting application documents required for submission purpose including application, power of attorney, board resolutions in English language;

·                      Liaising with the Client to discuss the draft application documents;

·         Amending the application documents based on the Client’s comments (if any);

·                      Obtaining preliminary comments from the licensing authority on the draft application documents;

·                      Finalizing the application documents following comments from the licensing authority; and

  • Translating the final version of the application documents into Vietnamese for execution.
Licensing procedure:

·                      Submitting the application dossier to the licensing authority on the Client’s behalf;

·                      Monitoring and following up with the relevant authorities on the approval process;

·                      Keeping the Client updated on the developments and additional requirements, if any;

·                  Receiving result and handing it over to the Client.

III.             PROFESSIONALFEE

·        For the scope of work as mentioned in Section IV, SB LAW kindly offers the professional fee of US$ 1,000 (U.S. Dollars One thousand).

PleasebenotedthatthisProfessionalFeeisexclusiveofanydisbursements.TheFee is also exclusive of any costs and expenses to any third party incurred in performing our legal services. Such expenses include, without limitation to, administration fee, consultation, legalization, translation (12USD/01 page does not contain more than 300 words), photocopying and travelling costs required in performingthelegalservices.Clientis,therefore,requiredtoreimbursetheseexpenses.

·        You will immediately notify SB LAW of when actual payment(s) will be made on the amount specified in the invoice(s). SBLAW will start working only upon receipt of payment of the respective invoice(s). Alternatively, SBLAW reserves the right to withdraw the service if payment is not received 10 days after the date of the invoice. Further, in the event payments are not received by the payable date, SBLAW reserves the right to suspend services and/or levy and collect a late payment fee of 0.5% per month up to the date of receipt of payment by SBLAW.

·        Services fee shall be paid to SB LAW as follows:

–                     Within three (03) working days from the date of signing the legal service contract, you will pay for SBLAW an advance payment which equivalent to 60% of the total estimated services fee.

–                      You willpaythe remained fee and other cost and disbursement incurred on yourbehalf within three (03) working days from obtainment of Enterprise Registration Certificate.

If you would like further information on Changing of legal representative of FDI company, please either email to our Partners at: info@sblaw.vn or call to our Office:

Ha Noi Office: +84 (4) 62 62 0246

HCM Office: +84 (8) 35 208 101.

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