Currently, there is no law that requires businesses to open a bank account. However, in order to facilitate transactions, the Company should open at least one bank account. For a start-up company, if you don’t do your research first, opening a bank account for the company will also take a long time. In the following article, Law Office Tran Duc Hung and Associates will send to readers, customers who apply, documents and procedures for opening different types of business bank accounts.
- BUSINESS PAYMENT ACCOUNT
- Subjects of application
Enterprises legally established and operating in accordance with Vietnamese law.
- Enterprise payment account system
– Payment account in Vietnam Dong;
– Payment accounts in foreign currencies (USD, Yen, EUR …)
- Application for opening a payment account
– An application form for opening a payment account, enclosed with a registration form of the seal and signature, signed and stamped by the legal representative of the organization opening the account;
Documents proving that the organization opening the payment account is legally established and operating, including: charter, establishment decision, operation license, business registration certificate or registration certificate enterprise or investment certificate;
– Notice of the use of the approved seal sample of the enterprise.
– Documents proving the legal representative status of the legal representative of the organization opening the payment account and his/her citizen identification card or valid ID card or passport;
– A document or appointment decision and a citizen identification card or a valid ID card or passport of the chief accountant or person in charge of accounting, who controls documents in transactions with the Bank.
Note:
– Documents in the application file for opening a payment account are originals or copies. If the documents in the application file for opening a payment account are in a foreign language, they must be translated into Vietnamese and notarized in accordance with law.
– Depending on the regulations of each specific bank, some of the above account opening documents may be added or removed.
- Order and procedures for opening a payment account:
– When wishing to open a payment account, the organization opening a payment account shall make 01 (one) set of documents as mentioned above and submit it directly to the bank where the payment account is requested to be opened.
– When receiving the application for opening a payment account, the Bank must check the documents in the file and compare with the elements declared in the application for opening a payment account, to ensure the correct and correct match. corpse.
In case the documents in the application file for opening a payment account are copies but not an authenticated copy, the copy is issued from the original book, the payment account opening organization must present the original for comparison. the collaborator must sign for certification on the copy and take responsibility for the accuracy of the copy compared with the original.
– Within 01 working day after receiving the payment account opening dossier of the payment account opening organization, the Bank must settle the payment account opening as follows:
– If the application file for opening a payment account is complete and valid, the elements declared in the Application for opening a current account match with relevant documents in the application, the Bank opens the payment account and notify the customer of the number and date of starting operation of the payment account;
– In case the application file for opening a payment account is incomplete, invalid or there is a discrepancy between the elements declared in the application for opening a payment account and relevant documents in the application, the Bank notify the customer to complete the dossier and send it to the Bank for consideration and settlement.
– In case the State Bank refuses to open a payment account, it must notify the reason to the customer.
- Using the organization’s payment account:
– The organization’s current account must be notified to the Department of Planning & Investment where the company is located.
– The current account opened at the Bank is used for depositing, withdrawing cash, issuing checks, accounting, monitoring and executing payment orders through payment systems organized and operated by the Bank. payment by account and other payment services provided by the Bank.
- DIRECT INVESTMENT CAPITAL ACCOUNT
- Subjects of application:
In addition to opening a payment account, the following business entities may open additional direct investment capital accounts:
– Enterprises with foreign direct investment capital;
– Foreign individuals and enterprises entering into business cooperation contracts in Vietnam;
– Foreign investors in enterprises with foreign direct investment;
– Organizations and individuals related to foreign direct investment activities in Vietnam.
- Content and purpose of direct investment capital account
– Direct investment capital account is a payment account in foreign currency or in Vietnam dong opened by a foreign direct investment enterprise or a foreign investor participating in a business cooperation contract at a bank. authorized customers to conduct transactions related to foreign direct investment activities in Vietnam in accordance with the law.
– In order to carry out foreign direct investment activities in Vietnam, foreign direct investment enterprises and foreign investors participating in business cooperation contracts may open direct investment capital accounts by foreign currency, in Vietnam Dong at 01 (one) authorized bank (including commercial banks, branches of foreign banks that are permitted to do business in and provide foreign exchange services in accordance with the law) to carry out foreign exchange transactions. revenue and expenditure transactions specified in Articles 7 and 8 of Circular No. 19/2014/TT-NHNN.
Enterprises with foreign direct investment capital and foreign investors participating in business cooperation contracts may open a direct investment capital account in a foreign currency of their choice to make investment capital contributions.
Corresponding to the selected foreign currency to make investment capital contribution, foreign direct investment enterprises and foreign investors participating in business cooperation contracts may only open 01 (one) capital account. make direct investment in such foreign currency to make investment capital contribution.
– In case of making foreign loans where the borrowed currency does not correspond to the currency used by the foreign direct investment enterprise to open a direct investment capital account, the enterprise with investment capital shall Foreign direct investment is allowed to open an additional direct investment capital account in the borrowed currency at the authorized bank where the direct investment capital account has been opened to conduct lawful revenue and expenditure transactions related to the loan. abroad and revenue and expenditure transactions specified in Article 7 of Circular No. 19/2014/TT-NHNN.
– In case there is a need to open a direct investment capital account at another licensed bank, a foreign direct investment enterprise or a foreign investor participating in a business cooperation contract must close the account. Direct investment capital has opened, transfer the entire balance on this account to the new account. Procedures for opening and closing direct investment capital accounts shall comply with the regulations of the authorized banks.
– Enterprises with foreign direct investment capital, foreign investors participating in business cooperation contracts may only conduct revenue and expenditure transactions on the newly opened direct investment capital account after closing and all previously opened direct investment capital account.
- Documents and procedures for opening a direct investment capital account
Enterprises with foreign direct investment capital, foreign investors participating in business cooperation contracts contact a bank in Vietnam to open a direct investment capital account within 90 days from date of receipt of business registration certificate. Account opening documents, including:
– An application form for opening an account in the form of the bank;
– A true copy of the Investment Certificate;
– A copy of the business registration certificate;
– A true copy of the passport (for individuals), operation license (for organizations) of the foreign investor participating in capital contribution in the enterprise;
– A copy of the business cooperation contract;
– And some other documents at the request of each bank.
- Using direct investment capital account
- Using a foreign currency direct investment capital account
The foreign currency direct investment capital account is used to conduct the following revenue and expenditure transactions related to direct investment activities:
a.1. Collected transactions:
– Collecting foreign currency direct investment capital contributions from foreign investors and Vietnamese investors in foreign direct investment enterprises;
– Collect capital withdrawals in foreign currencies from short, medium and long-term domestic and foreign loans of enterprises with foreign direct investment capital;
– Collect payment for the transfer value of investment capital and investment projects;
– Collecting foreign currency from foreign currency payment accounts opened at authorized banks of foreign direct investment enterprises and foreign investors;
– Other lawful revenues in foreign currencies related to foreign direct investment activities in Vietnam.
a.2. Payment transactions:
– Payment of principal, interest and fees of short, medium and long-term domestic and foreign loans in foreign currencies of enterprises with foreign direct investment capital;
– Expenses for transferring foreign currency to a foreign currency payment account opened at an authorized bank of foreign direct investment enterprises and foreign investors;
– Expenses for selling foreign currency to authorized credit institutions to transfer to Vietnam dong payment accounts of foreign direct investment enterprises and foreign investors;
– Expenses for money transfer to pay the value of receiving transfer of investment capital and investment projects;
– Expenses for the transfer of profits and lawful foreign currency revenues from foreign direct investment activities in Vietnam by foreign investors out of Vietnam;
– Expenses for the transfer of foreign currency direct investment capital of foreign investors out of Vietnam in case of dissolution or termination of operation of a foreign direct investment enterprise, transfer of investment capital and investment projects. investment project, reduce investment capital or terminate, liquidate or terminate the operation of the investment project in accordance with the provisions of the law on investment;
– Other legal expenditures in foreign currencies related to foreign direct investment activities in Vietnam.
- Using a direct investment capital account in Vietnam dong
The direct investment capital account in Vietnam dong is used to conduct the following revenue and expenditure transactions related to direct investment activities:
b.1. Collected transactions:
– Collecting money for direct investment capital contribution in Vietnam Dong from foreign investors, Vietnamese investors in foreign direct investment enterprises;
– Collecting after-tax profits divided in Vietnam dong for re-investment in Vietnam by foreign investors, Vietnamese investors in foreign-invested enterprises;
– Collecting money to withdraw capital from short, medium and long-term domestic loans in Vietnam dong of enterprises with foreign direct investment capital to carry out investment activities in Vietnam;
– Collect capital withdrawals from foreign loans in Vietnam dong of foreign direct-invested enterprises which are allowed to borrow foreign loans in Vietnam dong according to current regulations of law on foreign loans and repayment of foreign loans. enterprises not guaranteed by the Government;
– Collect payment for the transfer value of investment capital and investment projects;
– Remittances from payment accounts in Vietnam dong of foreign direct investment enterprises and foreign investors opened at authorized banks.
b.2. Payment transactions:
– Payments for transferring money to current accounts in Vietnam dong of enterprises with foreign direct investment capital and foreign investors opened at an authorized bank;
– Paying for the transfer of profits in Vietnam Dong to foreign investors, Vietnamese investors in foreign direct investment enterprises;
– Payment of principal, interest and fees of short, medium and long-term domestic loans in Vietnam dong to implement investment projects of enterprises with foreign direct investment capital;
– Payment of principal, interest and fees of foreign loans in Vietnam dong of foreign direct-invested enterprises permitted to borrow foreign loans in Vietnam dong in accordance with current regulations of law on borrowing; foreign debt repayment of enterprises not guaranteed by the Government;
– Expenses for money transfer to pay the value of receiving transfer of investment capital and investment projects;
– Payment of investment capital in Vietnam dong to foreign investors, Vietnamese investors in foreign-invested enterprises in case of dissolution or termination of operation of enterprises with investment capital. foreign direct investment, transfer of investment capital and investment projects, reduction of investment capital or termination, liquidation and termination of operation of investment projects in accordance with the provisions of the law on investment.
III. INDIRECT INVESTMENT CAPITAL ACCOUNT
- Subjects of application
In addition to opening a payment account, the following entities may open an indirect investment capital account:
– Foreign investors conducting indirect investment activities in Vietnam (Contributing capital, buying and selling shares and contributed capital in Vietnamese enterprises that have not been listed or registered for trading on the Vietnamese stock market. and do not directly participate in the management and administration of enterprises; contribute capital, buy and sell shares in Vietnamese enterprises on the market for trading registration (UPCOM) and the listed stock market and do not directly participate in Management and administration of enterprises; Buying and selling bonds and other securities on Vietnam’s stock market; Buying and selling other valuable papers in Vietnam Dong issued by residents being organizations licensed to issue securities. operating in the territory of Vietnam; entrusting investment in Vietnam dong through fund management companies, securities companies and organizations authorized to perform investment entrustment operations in accordance with the provisions of the law on securities. securities; entrust investment in Vietnam dong through credit institutions and foreign bank branches that are authorized to perform banking operations. investment trust in accordance with regulations of the State Bank; Capital contribution, transfer of contributed capital of foreign investors (not directly involved in management) in securities investment funds and fund management companies in accordance with the law on securities).
– Organizations and individuals involved in foreign indirect investment activities in Vietnam.
- Content and purpose of indirect investment capital account
– Indirect investment capital account is a payment account in Vietnam dong opened by a foreign investor at an authorized bank to conduct authorized revenue and expenditure transactions related to foreign indirect investment activities. in Viet Nam.
– When carrying out indirect investment activities in Vietnam, foreign investors must open one (01) indirect investment capital account at one (01) authorized bank (including commercial banks and financial institutions). branches of foreign banks licensed to do business and provide foreign exchange services in accordance with the law) to conduct authorized revenue and expenditure transactions as prescribed in Article 7 of Circular No. 05/2014/TT – SBV.
– In case a foreign investor is opening and using an indirect investment capital account at an authorized bank but wishes to open an indirect investment capital account at another licensed bank, the foreign investor must: must close the opened indirect investment capital account, transfer the entire balance on this account to the new account. Procedures for opening and closing the indirect investment capital account shall comply with the regulations of the authorized bank.
– Foreign investors are only allowed to conduct revenue and expenditure transactions on the newly opened indirect investment capital account in accordance with the above provisions after closing and finalizing the previously opened indirect investment capital account.
- Dossiers and procedures for opening an indirect investment capital account
Foreign investors contact a bank in Vietnam to open an indirect investment capital account. Account opening documents, including:
– An application form for opening an account in the form of the bank;
– A true copy of the Investment Certificate;
– A copy of the business registration certificate;
– A true copy of the passport (for individuals), operation license (for organizations) of the foreign investor participating in capital contribution in the enterprise;
– Notice of capital contribution or share purchase;
– And some other documents at the request of each bank.
- Using indirect investment capital account
The indirect investment capital account is used to conduct the following revenue and expenditure transactions related to foreign indirect investment activities in Vietnam:
- Receiver section:
– Revenues from selling foreign currencies to authorized credit institutions;
– Income from transfer of contributed capital, shares, sale of securities and other valuable papers, receipt of dividends and interest from bonds and valuable papers arising in Vietnam Dong from foreign indirect investment activities in Viet Nam;
– Transfer money from the payment account in Vietnam dong of foreign investors opened at an authorized bank;
– Remittances from accounts of fund management companies, securities companies, credit institutions and foreign bank branches licensed to conduct investment entrustment operations for foreign investors (applied in in case foreign investors make indirect investments in Vietnam in the form of investment entrustment);
– Other legal revenue transactions in Vietnam dong of foreign investors related to foreign indirect investment activities in Vietnam.
- Expenses:
– Expenses for performing foreign indirect investment activities in Vietnam in the forms specified in Article 5 of Circular 05/2014/TT-NHNN;
– Expenses to buy foreign currency at authorized credit institutions to transfer capital, profits and lawful revenue sources abroad;
– Payment of legal expenses incurred in Vietnam;
– Payment to be transferred to a payment account in Vietnam dong of foreign investors opened at an authorized bank;
– Expenses for transferring funds to the accounts of fund management companies, securities companies and organizations authorized to conduct investment entrustment operations for foreign investors (applicable in the case of foreign investors). make indirect investment in Vietnam in the form of investment trust);
– Other lawful spending transactions related to foreign indirect investment activities in Vietnam.
- PAYING ACCOUNTS OF PERSONAL FOREIGN INVESTORS WHEN INVESTING IN VIETNAM
- Subjects of application
Persons aged full 18 years or older with full civil act capacity as prescribed by Vietnamese law.
- Account opening documents
– An application form for opening a payment account, made according to the form of the bank or bank branch where the account is opened.
– A true copy of the account holder’s passport, entry visa or documents proving the account holder’s visa exemption or valid customs declaration.
Note: Depending on the regulations of each specific bank, some of the above account opening documents may be added or removed.
- Using the payment account of a non-resident as an individual
- Using foreign currency accounts of non-residents as individuals
Non-residents being individuals are allowed to use foreign currency accounts at authorized banks (Commercial banks, branches of foreign banks permitted to do business in, and provide foreign exchange services) to perform collection transactions, the following expenses:
a.1. Collect:
– Collecting foreign currency transferred from abroad;
– Collecting foreign currency cash brought in from abroad. Foreign currency cash deposited into the account must be certified by the border-gate Customs in accordance with the law on foreign exchange management;
– Collecting foreign currency transfers from foreign currency accounts of other non-residents in the country;
– Collecting foreign currency from other lawful domestic revenue sources, including: salary, bonus, allowance, buying foreign currency from lawful Vietnamese dong; Other lawful revenues in accordance with the law on foreign exchange management.
a.2. Spend:
– Spending on selling foreign currency to authorized credit institutions;
– Expenses for money transfer, payment for current transactions, capital transactions in accordance with the law on foreign exchange management;
– Expenses for converting into other foreign currencies according to regulations of the State Bank of Vietnam;
– Expenses for converting to other payment instruments in foreign currencies;
– Expenses for giving or giving gifts according to the provisions of law;
– Cash withdrawals in foreign currency;
– Expenses for overseas transfer or transfer to foreign currency accounts of other non-residents;
– Expenses for money transfer and payment for transactions permitted for domestic payment in foreign currencies according to the regulations of the State Bank of Vietnam on the use of foreign exchange in the Vietnamese territory.
- Using Vietnamese dong accounts of non-residents as individuals
Non-residents being organizations and individuals and residents being foreign individuals may use Vietnamese dong accounts at authorized banks for real purposes Non-residents are organizations and individuals and residents are individuals. Foreign individuals are allowed to use current accounts for the following revenue and expenditure transactions:
b.1. Collect:
– Income from the sale of foreign currency to authorized credit institutions;
– Revenues from lawful revenue sources in Vietnam, including: Remittances from the provision of goods and services; Income from salary, bonus, allowance, collection of fees; Other lawful sources of income in Vietnam dong.
b.2. Spend:
– Paying or withdrawing cash for spending in Vietnam;
– Expenses for money transfer, payment for current transactions, capital transactions in accordance with the law on foreign exchange management;
– Expenses for giving or giving gifts according to the provisions of law (for non-residents being individuals, residents being foreign individuals);
– Expenses to buy foreign currency at authorized credit institutions to transfer abroad;
– Spending for other purposes permitted by Vietnamese law.
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