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Benefits of Making Business in Vietnam | Buy & Sell Business

At MergersCorp we help our clients confidentially buy and sell privately held businesses, aligning the interests of all parties for mutual success and satisfaction.<br><br>Find more at: http://mergerscorp.com

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Benefits of Making Business in Vietnam | Buy & Sell Business

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  1. BENEFITS OF MAKING BUSINESS IN VIETNAM WWW.MERGERSCORP.COM

  2. At MergersCorp M&A International we help our clients confidentially buy and sell privately held businesses, aligning the interests of all parties for mutual success and satisfaction. It is our goal to make the process of either buying a new business or selling your current business as smooth and efficient as possible. We know how important confidentiality is to our sellers and we treat it with the utmost importance. WWW.MERGERSCORP.COM

  3. BENEFITS OF MAKING BUSINESS IN VIETNAM WWW.MERGERSCORP.COM

  4. Country Overview Vietnam is located in the centre of Southeast Asia with a land area of 331,689 square kilometres. It is bordered by China to the north, Laos and Cambodia to the west, and the East Sea to the east. Vietnam is in an ideal position for the development of the economy in general, and trade and tourism in particular. Its capital is Ha Noi, and its currency is the dong (VND). Vietnamese is the national and official language of Vietnam. The modern day history of Vietnam is perhaps best started by reference to the Geneva Accord signed in 1954, which ended French colonial rule following the conquest in 1858 and partitioned the country into two parts. Since 1986, Vietnam has been carrying out economic reforms under the 'Doi Moi' (Renovation) to move from a central planned economy maintained from its reunification in 1975 to a market oriented economy. Since then, Vietnam has recorded important achievements in socio-economic fields and has become one of the fastest-growing economies in the world, with gross domestic product (GDP) projected to expand by 6.8% in 2018. Vietnam joined the World Trade Organization (WTO) in January 2007, following more than a decade-long negotiation process.

  5. Executive Summary Vietnam, a one-party Communist state, has one of south-east Asia's fastest-growing economies and has set its sights on becoming a developed nation by 2020. PwC Vietnam maintains strong relationships with key ministries, such as the Ministry of Finance, Ministry of Industry and Trade, Ministry of Planning and Investment, General Department of Taxation, General Department of Customs, etc. It became a unified country once more in 1975 when the armed forces of the Communist north seized the south. This followed three decades of bitter wars, in which the Communists fought first against the colonial power France, then against South Vietnam and its US backers. In its latter stages, the conflict held the attention of the world. The US joined the hostilities in order to stem the "domino effect" of successive countries falling to Communism. Vietnam is located in the centre of Southeast Asia with a land area of 331,689 square kilometres. It is bordered by China to the north, Laos and Cambodia to the west, and the East Sea to the east. Vietnam is in an ideal position for the development of the economy in general, and trade and tourism in particular.

  6. Introduction – Doing business in Vietnam Vietnam is ranked 70 among 190 economies in the ease of doing business, according to the latest World Bank annual ratings. The rank of Vietnam deteriorated to 70 in 2019 from 69 in 2018. Ease of Doing Business in Vietnam - data, historical chart, and calendar of releases - was last updated on February of 2020 from its official source. Ease of Doing Business in Vietnam averaged 86.83 from 2008 until 2019, reaching an all time high of 99 in 2013 and a record low of 68 in 2017. Building on efforts over the last few years, Vietnam has proactively improved its business and investment environment for foreign companies. Vietnam continues to be a magnet for attracting foreign direct investment (FDI). As of October this year, FDI into Vietnam rose by 7.4 percent year-on-year – showing an increase in investor confidence.

  7. Conducting business in Vietnam The Limited Liability Company (LLC) An LLC may take the form of either an LLC with two or more members ("Multiple Member LLC") or an LLC with one member ("Single Member LLC"). An LLC has the status of a recognized legal entity and a member of a LLC is responsible for the debts and liabilities of the enterprise to the extent of the amount of capital that the member has contributed or committed to contribute to the enterprise. An LLC does not issue shares. a. Multiple Member LLC is an enterprise that has more than one but no more than fifty members, which may be organizations, individuals, or a combination of both. b. Single Member LLC is owned by one organization or individual member ("Company Owner") who is liable for the debts and other liabilities of the company to the extent of the amount of the charter capital of the company. A single member LLC may increase its charter capital by way of additional investment from the Company Owner or by obtaining capital contributions from other pesons.

  8. Taxation in Vietnam Vietnam personal income tax rates are progressive to 35%. Nonresidents are taxed at a flat tax rate of 20%. Non employment income is taxed at rates from 0.1% to 25%. All residents and non-residents are subject to Personal Income Tax in Vietnam. - Income from transfer of real estate: 25% - Income from transfer of capital: 20% - Preferential CIT rates of 10%, 15%, and 17% are available where certain criteria are met. Tax residents are subject to Vietnamese personal income tax (PIT) on their worldwide taxable income, wherever it is paid or received. Employment income is taxed on a progressive tax rates basis. Non-employment income is taxed at a variety of different rates. Non-residents are subject to PIT at a flat tax rate on the income received as a result of working in Vietnam/on Vietnam-related income in the tax year, and at various other rates on their non- employment income. However, this will need to be considered in light of the provisions of any double taxation agreement (DTA) that might apply.

  9. Trade Vietnam is one of the most open economies to international trade in Asia. Vietnamese trade represented 200.38% of GDP in 2017 (World Bank). Vietnam is among the world's largest rice exporters, but also exports textiles, clothing and footwear, technology products and crude oil. Vietnam is one of the most open economies to international trade in Asia. Vietnamese trade represented 200.38% of GDP in 2017 (World Bank). Vietnam is among the world's largest rice exporters, but also exports textiles, clothing and footwear, technology products and crude oil. Imports include tool machinery, refined oil and steel (OEC). The value of exports was estimated at USD 213.77 billion, a year-on-year increase of 21%, higher than the annual growth rate of 9% in export value in 2016. The trade surplus reached USD 2.7 billion in 2017, the same as the previous year. Vietnamese trade is characterised by strong geographic inequality: the country shows a trade surplus with Western countries, but a growing deficit with its Asian neighbours. To achieve further progress, the country must continue to increase the value of exports and achieve product diversification.

  10. Banking in Vietnam The State Bank of Vietnam serves as the country’s central bank. Established in 1961, the country’s central bank supervises all credit institutions and banks in Vietnam to ensure their compliance with domestic monetary laws and policies. VietinBank Established in 1988, VietinBank provides commercial banking products and services to individuals and corporate customers in the country. The bank manages 157 branch offices, one trade finance center, five cash management centers, three administrative units, two local representative offices, and an overseas representative office in Myanmar. Headquartered in Hanoi, it employs 22,000 individuals. Agribank Founded in 1988, Agribank is a state-owned bank and one of the largest banks in Vietnam. The specialized bank operates a network of 2,300 branches, 2,500 ATMs, and several transaction offices in Vietnam, and a representative office in the Kingdom of Cambodia. It offers 200 products and services and serves 12 million customers. With around 40,000 employees, it is based in Hanoi.

  11. Our M&A Process NEGOTIATION & CLOSE POST MERGER INTEGRATION (PMI) INTEGRATION (PMI) POST MERGER TARGET APPRAISAL APPROACH DUE DILIGENCE Key Areas  Target & market analysis;  Initial assessment of synergies & value drivers;  Indicative valuation;  Go or No-Go decision;  Preparation of transaction documents (NDA – Non- disclosure Agreement/LOI- Letter of Intent);  Select Transaction team;  Appoint advisors;  Consider funding ability.  Initial approach letter;  Signing of NDA;  Prepare & share initial information requests;  Formulation of LOI (Letter of Intent) & possible negotiations;  Initial meeting and Q&A;  Circulate information on the Target to the Transaction team.  Set scope of due diligence;  Set up VDR (virtual data room);  Coordinating of due diligence, further meetings and Q&A sessions;  Consider points relevant to the Post-Merger (PMI) phase;  Revisit indicative valuation & prepare detailed valuation based on due diligence findings;  SPA negotiations with the seller;  Development of final structure (share/asset deal) and final valuation;  Approvals;  Signing of SPA & Close.  Consider the extent of integration;  Development of 100 Day PMI Plan;  Consider short & long term objectives;  Estimate requirements to capture synergies;  Determine resource needs & optimal allocation. Parties Involved  CFO;  Head of M&A;  Accountants;  Corporate finance advisors;  Consultants.  Senior management;  CEO, CFO, CTO;  Strategy director;  Head of M&A;  Head of Business Development;  Consultants.  Company general counsel;  Lawyers;  Senior management.  Company general counsel;  Lawyers;  Senior management/HR. 11 © Midaxo 2018 www.midaxo.com

  12. Looking to Buy or Sell a Business? CONTACT US NOW FOR A FREE BUSINESS VALUATION WWW.MERGERSCORP.COM

  13. MergersCorp.com The information contained herein is of a general nature and is not intended to address the circumstances of any particular individual or entity. Although we endeavor to provide accurate and timely information, there can be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future. No one should act on such information without appropriate professional advice after a thorough examination of the particular situation. Member firms of the MergersCorp network of independent firms are affiliated with MergersCorp International. MergersCorp International provides no client services. No member firm has any authority to obligate or bind MergersCorp International or any other member firm vis-à-vis third parties, nor does MergersCorp International have any such authority to obligate or bind any member firm. Copyright © 2020 MergersCorp International. All rights reserved. 13 © Midaxo 2018 www.midaxo.com

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