ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

ANT Lawyers

Vietnam Law Firm with English Speaking Lawyers

Thứ Sáu, 26 tháng 5, 2017

Decree No. 30/2013/ND-CP on aviation business and operations

On Apr 8th, 2013, the Government issued Decree No. 30/2013/ND-CP on business air transport and general aviation operations to replace Decree 76/2007/ND-CP dated May 9th, 2007.

The new Decree regulates on conditions and procedures for granting business permits for air transport, general business aviation license for commercial purpose, registration certificate of general aviation operation for commercial purpose, the use of brand, franchise businesses in air transport business and air transport operation enterprises for commercial purposes.
According to this Decree, the age of the used aircraft imported into Vietnam is regulated as following:
a) For passenger aircraft: Not exceeding 10 years from the date of manufacture to the point of entry into Vietnam under the purchase contract, lease purchase contract; does not exceed 20 years from the date of manufacture to the expiry of the leasing contract; 25 years from the date of manufacture to the expiry of the lease contract for helicopters;
b) For cargo aircraft, postal parcels and business aviation for commercial purposes: Not exceeding 15 years from the date of manufacture to the point of entry into Vietnam under the purchase contract, lease purchase contract; not exceeding 25 years from the date of manufacture to the expiry of the lease contract;
c) The type of aircraft other than those specified above: Not exceeding 20 years from the date of manufacture to the point of entry into Vietnam under the purchase contract, lease purchase contract; does not exceed 30 years from the date of manufacture to the expiry of the lease contract.
In addition, the decree also provides for capital requirements:
1. Minimum capital requirement to establish and operate airline air transportation business:
a) Operation upto 10 aircrafts: 700 billion VND (or USD 25m) for airlines to do international air transport; 300 billion VND for airline operators in domestic air transportation;
b) Operation from 11 to 30 aircrafts: 1,000 billion VND for airlines to do international air transport; 600 billion VND for airline operators in domestic air transport ;
c) Operation from 30 aircrafts or more: 1,300 billion VND for airlines to do international air transport; 700 billion VND for airline operators in domestic air transport.
2. Minimum capital requirement for the establishment of the airline business for commercial purposes: 100 billion VND Vietnam.
This Decree shall be effective from the date of 06/01/2013.

Thứ Năm, 25 tháng 5, 2017

Time Limit of Trademark Protection Extension

Procedure of extending mark certificate in Vietnam
As regulation of law on intellectual property, the mark, trademark or service mark, is one of protected subjects of industrial property right. However, to be protected by law, the owner of mark shall apply protection registration dossier to competent authority prior. When the owner registers and is granted a certificate of registered mark, the owner shall have the exclusive right to label the product, service or both, right to allow others to use the mark throughout mark license contracts, right to assign the mark ownership and right to prevent breaching action from any third party.

However, a certificate of registered mark shall be valid from the grant date until the end of ten (10) years after the filing date. When the validity terminates, in order to continue being the owner of mark, the owner of Certificate shall implement the procedure of extending the protection validity of the certificate. It is important that the owner has to be aware of the time to apply dossier for a certificate extension in accordance with the law.
As regulation of law, time limit of extending mark certificate is prior or after six (06) months from the expiration date of mark certificate. If the extension is applied prior 06 months since the expiration date, the owner shall pay extension fee. If the extension is applied after 06 months since the expiration date, the owner shall pay extension fee and fine for late payment as month.
Procedure of extending mark certificate:
With highly professional staff and great experience in IP aspect in Vietnam, ANT Lawyers would like to support you in extending your trademark or service mark or both in Vietnam.

Thứ Hai, 22 tháng 5, 2017

Real Estate Legal Matters in Vietnam

In general, it is not permitted to own land in Vietnam as a private entity because the land belongs to the people and the State of Vietnam thereby operates as the administrator.

However an ownership of a right to use land is permitted according to Vietnamese Law.  This so-called Land Use Right (“LUR”) Certificate provides the means to lease land from the State for Vietnamese and foreign people.  This LUR Certificate entitles the land users to protect their legitimate rights and interests.  The sale of a house or real estate is in fact the transfer of the rights for house ownership combined with the transfer of the land from the seller.  The right to use land can be directly acquired by different ways that are: lease from the state; sub-lease from a developer of a zone; transfer from another land user; allocation from the state.  The legal grounds for Land and House Law of Vietnam are stipulated in the Law on Housing 2005 of Vietnam as well as in the Law on Land 2003.  The rights and entitlements of holders of house ownership and the holders of the LUR Certificate are settled in this law.
According to Article 12 of the Law on Housing 2005, the name of the individual who holds the house ownership shall be written in the house ownership right certificate and his/her rights are stipulated in Article 21 that include for example the rights to posses; use; sell; lease; donate; exchange; lend or to let other people stay temporarily in the house.  As stipulated in Article 106 of the Law on Land 2003, the one who holds the LUR and house ownership certificate is entitled to exercise the full range of rights over the land/house. As such, land use rights and ownership of assets on the land are combined in the Certificate of Land Use Right and House Ownership Right (LURC).
But the possibilities to acquire land or houses depend on the individual/organization that wishes to do so, because Vietnamese, overseas Vietnamese and Foreigners do not have the same rights.  Especially for foreigners, it was often quite challenging to acquire land or houses in Vietnam. Before the year of 2009, foreigners could not legally acquire property but only could make a joint venture with a Vietnamese company. But the Resolution No. 19/2008(ND-QH12, effective January 2009, started to entitle foreigners to own houses in Vietnam under the conditions that the foreigner 1) is hired by an enterprise that currently operates in Vietnam and 2) must have at least a temporary residence card to purchase and own an apartment unit in Vietnam. This five-year piloting program that would end in 2014 is now discussed by the Vietnamese Prime Minister to continue this program after the first five years to support the real estate market and to make it more attractive for foreigners.
Even though about 80,000 expats live and work in Vietnam, only more than 400 cases of foreigners buying houses in Vietnam could be registered. Of course, this might be due to the difficulties for foreigners to buy houses before this pilot program . But this Resolution No. 19, which was guided by Decree No. 51/2009/ND-CP, still does not make it easy to operate in the real estate market in Vietnam for foreigners because of the complicated procedures to register ownership. After the first 5 years, the government stated to have the plan to review the pilot policy and the Ministry of Construction also opened up for the idea to allow foreigners to buy houses no matter if they work and do business here or if they want to buy real estates in Vietnam.
As the Vietnam’s real estate situation seems to stand before a turning point, it is necessary to keep up to date with all legal changes and developments. Due to the fact that Vietnamese law has special provisions for every organization or individual who wishes to operate with land and real estates related to House Law, it is inevitable to know about this legal circumstances in Vietnam.
ANT Lawyers could assist in different land and house related projects and matters such as land ownership, house purchase or sale and is aware of the differences between provisions on house law for foreigners and Vietnamese. Our professionals could advise clients about possibilities and potential risks concerning real estate laws, housing laws in Vietnam and furthermore could support clients with required procedures with the Vietnamese authorities.
ANT Lawyers constantly researches for the latest legal updates to ensure that we provide best and up-to-date services to clients whom are interested in real estate and and housing matters in Vietnam.

Thứ Tư, 17 tháng 5, 2017

Transfer of Investment Projects in Vietnam

What steps to be taken to transfer an Investment Project in Vietnam?
Under the current Law on Investment, investors are entitled to transfer part or all of the project to another investor when satisfied the specific conditions and conducting to procedure of project adjustment under the regulation of law.

The conditions of project transfer
  • The project is not terminated in the cases as prescribed in Clause 1 Article 48 of Law on investment;
  • Investment conditions applied to foreign investors are satisfied in case the foreign investor receives a project of investment in conditional business lines;
  • Regulations of law on law, real estate trading is complied with if the project transfer is associated with transfer of land;
  • Conditions in the Certificate of investment registration or relevant regulations of law are complied with.
Preparation of dossier
  • A written request for permission for project adjustments;
  • A report on the project’s progress up to the time of transfer;
  • The project transfer contractor an other document with equivalent legal value;
  • Copies of the ID card or passport (if the investor is an individual) or Certificate of Enterprise Registration or another document with equivalent legal value (if the investor is an organization);
  • Copies of the Investment Registration Certificate or decision on investment guidelines (if any);
  • Copies of the BCC contract (for BCC projects);
  • Copies of one of the following documents of the transferee: financial statements of the last 02 years; commitment to provide financial support by the parent company, commitment to provide financial support by a financial institution, the guarantee of transferee’s financial capacity, documents describing the transferee’s financial capacity;
Order and procedure
  • Investors submit the dossier at Department of Planning and Investment (or Management of Economic Zone or High-tech Zone);
  • Within a period of 10 working days from the date of receipt the complete and valid dossier for an investment project operating under an investment license and not subject to decision of investment policy (or 28 working days from the date of receipt the complete and valid dossier for an investment project which is subject to investment decision of the provincial People's Committee; 47 working days from the date of receipt the complete and valid dossier for the investment project subject to the decision of the Prime Minister), the competent authorities consider and decide to adjust the investment registration certificate to the investor transferring the project.
Before transferring an investment project, investors need to evaluate the legal situation, apart from the financial, personnel, and other key issues of the project, which are subject of the transfer. Therefore, to ensure effective transfer, investors often engage law firms with highly qualified lawyers in Vietnam to conduct M&A legal due diligence related to the legal documentation of the owner, capital contribution of the shareholder or member, tangible assets (land use rights, plant and machinery, equipment, etc.) and invisible assets (including industrial property rights), licenses, contracts or transactions of great value, taxes and other legal risks such as litigation or disputes which could significantly impact the project..
The transfer of an investment project is an administrative procedure with a state agencies that is only smooth when the parties reached agreements. In fact, the transfer of the investment project’s timeline depends on the appraisal and evaluation process of the parties involved in the project.

Thứ Hai, 15 tháng 5, 2017

How to Oppose Applications for Registration of the Mark Protection in Vietnam?

Vietnam Law on Intellectual Property allows any third party to have right to denounces the opposition of trademark applications for registration which have identical or confusingly similar signs.
As from the date an application for registration of mark is published in the Official Gazette of Industrial Property up until prior to the date of issuance of a decision on grant of a protection title, the third party shall express the opposition to the competent State administrative body including explanations, argument and evidence the opinion. Such opinions must be made in writing and be accompanied by documents or must quote the source of information.
Opposition to trademark applications plays a great role for the protection of trademark owner that prevents counterfeiting, duplication, infringement and trademark registration in contravention of law.

01 Power of attorney (as form)
Documents and evidences to prove the opposition bases.
(ANT Lawyers could consult client specifically and particularly about the evidences and documents).
Opposition procedures
After receiving a disapproval application for registration of mark, National Office Intellectual Property (NOIP) has a dispatch to answer the disapproval application within 10 working days from date received a dossier. NOIP also sends disapproval opinions to owners of application for registration of mark protection.
Owners of application for registration of mark protectionhas opinions about this disagreement and give proofs that the application for registration of mark protection is suitable with requirement of Intellectual Property law
NOIP is pursuant to argument, proof and regulation law of parties for agree or refuse to grant a protection title
Opposition dossier includes:
Disapproval declaration (02 copies following form)
Explanation documents for disagreement of protection title issue
Attachment proofs.
Power of attorney (if an application is filed through representative of owner’s mark)
Fee, charge vouchers relating disagreement following regulations in law.
There is no duration stipulation in Vietnamese law. As our usual, NOIP will take from 6 months to 9 months to examine.

Chủ Nhật, 14 tháng 5, 2017

Forms of Investment in Vietnam

Foreign investors when setting up business in Vietnam need to be advised by a law firm in Vietnam on forms of investment.
According to the Vietnam Law on Investment (2005), foreign investors can invest in Vietnam through direct investment and indirect investment.

The direct investment is when the investor invests its invested capital and participates in the management of the investment activities, includes:
– To establish economic organizations in the form of one hundred per cent (100%) capital of domestic investors or one hundred per cent (100%) capital of foreign investors.
– To establish joint venture economic organizations between domestic and foreign investors.
– To invest in the contractual forms of: BCC, BO, BTO, and BT.
– To invest in business development.
– To purchase shares or to contribute capital in order to participate in management of investment activities.
– To invest in the carrying out of a merger and acquisition of an enterprise.
– To carry out other forms of direct investment.
Foreign investor will be considered for acceptance by the competent authorities and be granted Investment Certificate.
Indirect investment means a form of investment whereby the investor contribute the capital but do not participate directly in the management of the investment activity, includes:
– Purchase of shareholding, shares, bonds and other valuable papers;
– Through securities investment funds;
– Through other intermediary financial institutions.
Types of enterprise for foreign investors to invest in Vietnam
a) Limited Liability Company
Limited Liability Company is a form of enterprise which is established by contributing of members.  A member shall be liable for the debts and other property obligations of the enterprise within the amount of capital that it has undertaken to contribute to the enterprise.
Limited liability companies are regulated by two types:
– One member Limited Liability Company is an enterprise owned by one organization or individual;
– Limited Liability Company with two or more members is an enterprise owned by organizations or individuals, in which the number of members shall not less than two members and not exceed fifty.
Organizational and management structure of Limited Liability Company normally comprise of a Member’s Council, General Director or Director.
b) Joint Stock Company
Joint Stock Company is an enterprise which has charter capital divided into equal portions called shares.   The minimum number of shareholders shall be three and there shall be no restriction on the maximum number.
Shareholders shall be liable for the debts and other property obligations of the enterprise only within the amount of capital contributed to the enterprise.
Joint Stock Companies may issue all types of securities to raise funds.  Founding shareholders must together register to subscribe at least twenty per cent (20%) of the number of ordinary shares which may be offered for sale.
The main difference between Joint Stock Company and Limited Liability Company is the Joint Stock Company can raise funds by offering shares or securities.  In addition, an enterprise tends to join the Stock exchanges or public company must be a Joint Stock Company.  Management system of Joint Stock Company is more complicated than Liability Company.
c) Partnership
A partnership is an enterprise which must be at least two members being co-owners of the company jointly conducting business under one common name.  In addition to unlimited liability partners, there may be limited liability partners.
Unlimited liability partners must be individuals who shall be liable for the obligations of the company to the extent of all of their assets.  Limited liability partners shall only be liable for the debts of the company to the extent of the amount of capital they have contributed to the company.
d) Representative Office of foreign trader
A foreign business entity or a foreign trader is allowed to establish Representative Office in Vietnam.
Representative office of a foreign business entity in Vietnam (referred as “Representative Office”) means a subsidiary unit of the foreign business entity, established in accordance with the law of Vietnam in order to survey markets and to undertake a number of commercial enhancement activities permitted by the law of Vietnam.
Representative Office will need to apply and obtain the establishment license; and have a seal bearing the name of the representative office.
Representative Office is not allowed to directly conduct profit making activities in Vietnam (i.e: the execution of contracts, direct payment or receipt of funds, sale or purchase of goods, or provision of services), but the representative Office is permitted to
  • To operate strictly in accordance with the purposes, scope and duration stated in the license for establishment of such representative office;
  • To rent offices and to lease or purchase the equipment and facilities necessary for the operation of the Representative Office;
  • To recruit Vietnamese and foreign employees to work for the Representative Office in accordance with the law of Vietnam;
  • To open accounts in foreign currency and in Vietnamese Dong sourced from foreign currency at banks which are licensed to operate in Vietnam, and to use such accounts solely for the operation of the Representative Office.
e) Branch of foreign trader
The Branch of a foreign business entity in Vietnam (referred as “The Branch”) means a subsidiary unit of the foreign business entity, established in accordance with the law of Vietnam in order to enter into contracts in Vietnam and conduct activities being the purchase and sale of goods and other commercial activities consistent with its license for establishment in accordance with the law of Vietnam and any international treaty to which the Socialist Republic of Vietnam is a member.
The Branch will need to apply and obtain the establishment license; and have a seal bearing the name of the Branch.
The Branch is permitted to conduct activities being the purchase and sale of goods and other commercial activities consistent with its license for establishment in accordance with the law of Vietnam and any international treaty to which the Socialist Republic of Vietnam is a member.
f) The investing measures by signing Contracts
Business co-operation contract (BCC) means the investment form signed between investors in order to co-operate in business and to share profits or products without creating a legal entity.
Build-operate-transfer contract (BOT) means the investment form signed by a competent State body and an investor in order to construct and operate commercially an infrastructure facility for a fixed duration; and, upon expiry of the duration, the investor shall, without compensation, transfer such facility to the State of Vietnam.
Build-transfer-operate contract (BTO) means the investment form signed by a competent State body and an investor in order to construct an infrastructure facility; and, upon completion of construction, the investor shall transfer the facility to the State of Vietnam and the Government shall grant the investor the right to operate commercially such facility for a fixed duration in order to recover the invested capital and gain profits.
Build-transfer contract (BT) means the investment form signed by a competent State body and an investor in order to construct an infrastructure facility; and, upon completion of construction, the investor shall transfer the facility to the State of Vietnam and the Government shall create conditions for the investor to implement another project in order to recover the invested capital and gain profits or to make a payment to the investor in accordance with an agreement in the BT contract.
Foreign investors may sign BOT, BT and BTO contracts with a competent State body to implement infrastructure construction projects in Vietnam. Typically, the contracts are for projects in the fields of transportation, electricity production, water supply, drainage and waste treatment.
The rights and obligations of the foreign investor will be regulated by the signed BOT, BT and BTO contract. The Government encourages both public- and private-sector investors to participate in BOT, BTO and BT in the following sectors:
(i) Construction, operation and management of brand-new infrastructure facilities; and
(ii) Renovation, expansion, modernization, operation and management of the existing infrastructure facilities such as:
• Roads, bridges, tunnels, and ferry landings;
• Railway bridges and railway tunnels;
• Airports, seaports and river ports;
• Clean water supply systems; sewage systems;
• Wastewater, waste collecting and handling systems;
• Power plants and power transmission lines;
• Infrastructure works of health service, education, training, career training, culture, sport and offices of State agencies; and
• Other projects as may be determined by the Prime Minister

Thứ Sáu, 12 tháng 5, 2017

CPC Code – Foreign Investors Need to Know in Vietnam

Once a foreign investor wishes to invest in Vietnam, they not only need to be well-informed about investment environment, incentive, labor, State policies, but also need to know about CPC code. Each specific service is fixed with a provisional Central Product Classification (called CPC code) belonging to Central Product Classification of United Nations. In the Schedule of Service Commitment under WTO Commitment, all services which Vietnam commits to open market are listed with CPC code corresponding with international standard.

Investors could check business lines which they wish to invest against the Schedule of Service Commitment under WTO Commitment of Vietnam as well as specialty regulations under laws of Vietnam to define their business lines and consider its practicability.
If this business line was committed to open market with foreign investors, the investors could perform investment into Vietnam. For the business lines not yet committed, Vietnam has full rights on approval or refusal on permitting foreigner investors to carry out investment in Vietnam market. In special cases, Vietnam government could consider the issuance of investment license with the non-committed services based on scale, capital, and location of project, however, Vietnam has full rights to offer conditions that investors must meet before issuance of license, and still guarantee to comply basic principle of GATS (General Agreement on trade service).
Beside business lines, investors also need to pay attention to form and rate of commercial presence in Vietnam. Accordingly, except other regulations at each sector and sub-sector of the Schedule of Service Commitment, foreign company only sets up commercial presence in Vietnam under Joint Venture Company, wholly foreigner-owned company, business cooperation contract, representative office, branch office.
Our lawyers of foreign investment practice at ANT Lawyers, a law firm in Vietnam are available to advise and provide client with service and representation for setting up business in Vietnam.
In order to seek further advice or request service, please contact us at or call + 84 912 817 823.

Thứ Tư, 10 tháng 5, 2017

How to Handle Rejection of International Trademark Registration In Vietnam By The NOIP?

The procedure to register a trademark in Vietnam is carried out at the National Office of Intellectual Property of Vietnam (NOIP). The duration calculated from the full receipt of the dossier to the announcement is at least 12 months, or it can be expended from 16 months to 18 months.
However, in many cases, NOIP could send a notice on its intended refusal of the trademark application because of the following reasons:
  • There are grounds to affirm that the subject matter stated in the application does not fully satisfy the conditions for protection;
  • If there are more than one registration applied in the same time with full conditions to issue the protection title, but your application is not the first.
After receiving the refusal intention notice, applicants and all organizations and individuals have rights to reject the notice within 02 months, this duration can be extended one time, the extended time is 02 months.

If reasons in the notice are not correct and the applicant does not agree with the notice, within the given duration, the applicant could send written comment to NOIP, in which display the applicant’s comment, submit supplemental documents and proof to support.
After receiving the written comment, NOIP shall re-examine before issue the final decision.
The time limit for re-examination of applications is equal to two thirds of the time limit for examination; for complicated cases involving many circumstances which need to be verified or requiring expert opinions, that time limit may be prolonged but must not exceed the time limit for examination. Re – examination is only carried out one time.
However, in many cases, the applicant cannot display convincing arguments or reliable proofs, hat makes NOIP does not agree and keep their own intention to refuse issuing the protection titlet. Therefore, when receiving intention notice to refuse issuing protection titles, applicants should find legal advice from consultants who have experience in intellectual property.

Sales and Purchase of Ocean Ships in Vietnam

Ship sales and purchase should involve shipping lawyers in Vietnam whom understand the laws and the shipping industry.
For long, maritime activities and carriage of goods by sea are important parts of the international economic life, supporting the import and export of goods, connecting Vietnam to the world commodities market and therefore playing as driving factors behind the development of maritime transportation field.

As the demands for transportation exists, although some times up and down depending on the cycle of the economy, ships purchase and sales are important part of maritime related transaction businesses. With its own special characteristics, the purchase or sale of ships usually involve enormous economic interests, and risks at the same time. Ships are special objects in transactions therefore require the help of local and international ship lawyers with knowledge and experience to handle.
Stages in a Ship Transaction
The sale and purchase of a ship include contract, inspections, and the closing.
At the first step, both buyer and seller appoint ship brokers to carry out the negotiating and defining the clauses needed in the contract. Once details of the contract are agreed, the parties shall initiate the process of drafting the contract under Memorandum of Agreement (MOA) which normally is under a standard form. The governing law applies to such contract is usually the law of the country where the ship is registered its nationality. To enable the international transaction of ship, parties will sign an addendum to the MOA, stating necessary documents to be provided which may include: Approval from Director or Shareholders of resolving the sale of the vessel; Export or Import Permission of the Maritime Administration (requirement depending on national legislation), Power of Attorney, as well as other related documents involving the grade, commitments of the seller, etc.  Once lawyers of buyers and sellers agree on the documents and have initial checking of such, the buyer may pay a deposit as a percentage of the value of the contract.
After the forming of contract, shipping lawyers of buyer start to inspect the documents provided by the seller.  The inspection of the ship could be conducted in parallel. For the documents inspection, the buyer will check the ship’s class records and certificate records. The inspection of records will reveal the history of the ship’s maintenance in compliance with the requirement of class. Furthermore, the buyer need to check the mortgages and the maritime lien records to make sure that the vessel is free from encumbrances, debts, taxes, mortgages and maritime liens.  This will help prevent any damages or loss subject to the legal issue of the ship which may occur before the delivery of the ship. The buyer should also acknowledge of whether the shipowner is in debts for fuels or salaries, etc. However, in some case, it may be difficult to verify such information without the collaboration of the ship owner.
For the physical inspection, instead of just checking the logbook for the status of the ship, it is preferable to hire a professional examiner to control the process of physical inspection relating the safety, certificates, equipment and engine issues. Sending a person on the ship to participate in some of the ship’s voyages may be advisable in circumstances.
At closing, the parties shall transfer the ship and all related documents as required. During the stage of delivery, the buyer physically accepts the delivery of the vessel after re-checking the status of the vessel, the remaining amount of fuel and engines status at the designed port. The place for delivery may be at a different location from where the contract was made. It depends on the agreement between the parties and usually for the convenience of the voyage.
An important document that needs to be transfer at this stage is the Bill of Sale. The Bill of Sale should be in proper form and duly notarized. In some country, it is crucial to get the Bill of Sale registered at the authority agencies in order for it to take effect.
Other procedures that the parties also need to complete at the state’s authority agencies include legalization of the ship transaction process, transference of vessel ownership and modification of the shipping registration. The state where parties are to complete such procedure shall be the country where the vessel is registered (the country which the vessel is permitted for flying flag).
Why Shipping Lawyers are Important in Ship Transaction?
Seagoing vessel is a special type of asset in a commercial transaction. When engaging in a contract to purchase a vessel, it is important to consider not only the nationality of the owner but also the nationality of the vessel itself. As the process of the transaction involves many procedures and requirements which usually need to be complete at the state’s authority agencies, the law of the country where the vessel is registered shall have a strong influence on the interpretation and execution of the contract.
The model contract usually comes with specific requirements on the content and form of the commercial invoice and the Bill of Sale pursuant to the national legislation (the nation where the vessel is registered). The parties may agree to change some of the clause in the model contract to meet their demand in the transaction. However, if a model contract is chosen to be used, the parties should at all time acknowledge of all the clauses existing in the contract and try to comply with the form and requirement of such documents.
Most of the transferred documents in a vessel transaction need to be notarized or legalized in order for the contract to take effect. However, the process of notarized and legalized in some country only certify that the documents have been duly signed and stamped, it doesn’t confirm or verify the certainty of the content and information provided in the documents. Therefore, both parties should require the other to provide the certificate or proof of the competent authority agencies confirming the certainty of the information or content that they have committed in the contract. For example, in a ship transaction, the buyer usually required seller to commit that the ship is free from any encumbrances, debts, taxes, mortgages and maritime liens. To confirm the certainty of such information, the buyer may require the seller to provide documents or certification from National Registration Agency for Secured Transactions to ensure the documents are provided in good faith. To reduce the risks, the buyer may also ask for a specific clause in a contract stating the liability of the seller in the event of future dispute relating the vessel.
In case one parties of the contract is an organization or company, the required documents should include the Minute of the Joint Meeting and Decision/ Approval of Directors or Shareholders resolving the sale of the vessel in accordance with the term and conditions of the MOA.  Those documents should be duly established and signed in accordance with the requirement of the national legislation (law of the country where the company is set up).  The Approval of Shareholder should also require the signature of all the shareholders of the company in order to avoid future disputes that may arise. Other documents which parties should also consider including Association’s Regulation, authorized papers, passports and personal documents of the representatives of each party.  This will help better understand the legal position of parties in the contract, ensure their legal status to engage and perform in the contract.
ANT Lawyers have experience in laws and shipping matters to advice clients whom are interested to buy ships from Vietnam ship owners.   We assist our clients in the process of reviewing contract, examining the documents and giving useful consultation for the sale and purchase procedure.


Thứ Sáu, 5 tháng 5, 2017

Criminal Record Granting for Foreigner

In order to be granted the work permit for foreigner, completing the immigration or reside procedures in a country, foreigners who are or have been residing in Vietnam must apply for a criminal record for the time that they residing in Vietnam.

Foreigners who are or have been temporarily residing in Vietnam have the right to request the Department of Justice of the province or city where they are residing or the National Centre for Criminal Record to issue the criminal record, in order to confirm that people have or do not have criminal records while residing in Vietnam. The person requesting for criminal record card can authorize another person on their behalf to complete procedures to obtain the criminal record.
ANT Lawyers can assist clients to apply for: Criminal record card no 1 and Criminal record card no 2
Individual when requesting for criminal record issuance have to provide the following documents:
·        For Vietnamese:
– A written declaration requesting for the issuance of criminal record;
– Certified copy of identity card, passport, family record book, temporary residence book, temporary residence card, permanent resident card in Vietnam (should present the original for comparison);
– Confirmation of permanent residence in Vietnam before leaving the country (applies to Vietnamese who are living in foreign countries).
·        For Foreigner:
– A written declaration requesting for the issuance of criminal record;
– Copy of the passport and visa that are still valid;
– Confirmation of temporary residence in Vietnam.
Implementation time: 3-7 working days.

Thứ Năm, 4 tháng 5, 2017

How to Apply for Birth Certificate for Newborn in Vietnam?

How to overcome challenges to apply for birth certificate in Vietnam?
For children of foreigner and Vietnamese born in Vietnam, the procedure to apply for birth certificate in Vietnam is carried out at the Vietnam’s provincial Department of Justice.
In today’s globalized world, it has become more common that people from different cultural backgrounds travel, and meet their spouse.  Their children were born with happiness however they would face difficulties when applying for birth certificate for the newborn in Vietnam.  For the parents, the difficulties of registering birth certificate in Vietnam could range from the choice of name, nationality, or whether or not the child is born out of wedlock.
When a child between a foreigner and a Vietnamese is born in Vietnam, according to the regulation on the registration and management of civil status, the Department of Justice will be the Vietnam government agency issuing the birth certificate.

In cases where parents choose foreign nationality for the child, they must obtain the agreement of the parents about the choice of nationality. The valid agreement of the parents about the choice of nationality shall be certified by the local authority.
After receiving an application dossier for birth certificate for newborn in Vietnam, civil status officials of the Department of Justice records in the birth registration and original birth certificate. The director of the Department of Justice shall sign and issue an original birth certificate for the newborn.  Copies of birth certificates are issued at the request of the applicant.
For children born out of wedlock, if the father is not identified, the information about the father in the birth registration book and birth certificate are left blank. When the father officially agrees to recognize father for a child, he has to carry out the procedure at the Vietnam’s provincial Department of Justice.  The birth certificate could also be revised to reflect the father’s details into the new birth certificate.  This birth certificate will be very important when the father applies foreign citizenship for the child.
The child can be named according to parental choice to be recorded on the birth certificate.