Leveraging our trilingual capability (Chinese, Japanese, English) and the professional backbone of corporate & commercial, compliance, customs & tax, and Japan practice, HIGHTIME provides end-to-end legal support for Chinese enterprises investing in Vietnam and the ASEAN region, as well as for Japan–ASEAN two-way investment — covering market entry, entity setup, operations and dispute resolution. We are familiar with the legal environments of both China and Vietnam, and coordinate with local Vietnamese counsel and our networks in China, Hong Kong and Singapore to help clients expand overseas with managed cross-border legal risk.
Core Services
Vietnam Entry & ODI Filing
Market access assessment, on-/offshore structuring, ODI filing support.
Entity Setup & Operations
IRC/ERC applications, tax and employment compliance.
Cross-border M&A
Vietnam/ASEAN target due diligence, deal structuring, HK/Singapore holding.
Vietnam General Counsel
Commercial contracts, dispute resolution, customs/tax audits, IP protection.
Japan–ASEAN Investment
China–Japan two-way investment overseas, RCEP trade & compliance.
1. Vietnam Investment Entry & ODI Filing
- Market access & sector screening: negative list, joint-venture and foreign-ownership caps, licensed-industry identification.
- On-/offshore structuring: direct investment, Hong Kong/Singapore intermediate holding, red-chip and VIE feasibility, balancing tax efficiency and risk isolation.
- ODI filing support: document checklists, process and timeline for NDRC, MOFCOM and SAFE filings; pre-compliance assessment of sensitive sectors, fund sources and business purpose.
- Site-selection legal due diligence: comparing regulations, tax incentives and industrial-park conditions across Bac Ninh, Hai Phong, Hanoi, Ho Chi Minh City, Binh Duong and Dong Nai.
2. Entity Setup & Operational Compliance
- IRC / ERC applications: Investment Registration Certificate and Enterprise Registration Certificate end-to-end.
- Entity forms: LLC, JSC, representative office, branch — legal selection and formation.
- Tax compliance: CIT (standard 20%, preferential 10–17% for qualifying sectors/zones), VAT, transfer-pricing documentation and tax-audit defense.
- Employment compliance: minimum wages, social insurance (employer ~17.5%), overtime and annual leave, work permits and localisation requirements for expatriates.
- Customs & import/export compliance: clearance, classification/valuation, AEO certification and trade-compliance systems.
3. Cross-border M&A and Restructuring
- Due diligence: financial, legal, compliance, labor, environmental and IP diligence on Vietnam/ASEAN targets.
- Deal structuring: share and asset acquisitions, joint-venture negotiation, IRC / M&A Approval assistance.
- Offshore holding: establishment and maintenance of HK / Singapore / Cayman holding vehicles and cross-border exit planning.
4. Vietnam General Counsel & Dispute Resolution
- Governance & commercial contracts: charter amendments, contract drafting/review, commercial risk control.
- Compliance & administrative response: labor disputes, administrative penalties, tax audits, employment and social-insurance review.
- Localised IP protection: Vietnam trademark/patent filing, renewal, enforcement and dispute resolution against e-commerce infringement and counterfeiting.
- Dispute resolution: litigation, arbitration and cross-border commercial negotiation.
5. Japan–ASEAN Two-way Investment & Belt and Road
- Overseas expansion of China–Japan two-way investment and M&A, cross-border coordination for Chinese/Japanese corporate clients.
- ASEAN (Vietnam, Malaysia, Thailand, Indonesia, etc.) investment legal coordination and local resource connection.
- Integrated cross-border trade, customs and compliance under the New International Land-Sea Trade Corridor and RCEP framework.
Key Investment Regions
North
Bac Ninh (Samsung, Foxconn cluster), Hai Phong (deep-water port), Hanoi vicinity (tech hub).
Central
Da Nang (tourism + industry), Quang Nam (textile & footwear).
South
Ho Chi Minh City (economic centre), Binh Duong (manufacturing), Dong Nai (integrated industrial zone).
Risk Outlook (Legal Perspective)
- Policy & approval risk: fast-changing rules, uneven approval efficiency, complex land policy → upfront compliance assessment and government-relations coordination.
- Labor-compliance risk: tightening labor protection, social-insurance and employment rules → localized employment compliance systems.
- Tax & customs risk: intensifying audits → transfer-pricing and customs compliance systems.
- IP & dispute risk: counterfeiting and infringement → localised registration and enforcement strategy.
