With its robust economic development and better living conditions, Vietnam witnessed an increasing demand for higher quality products and services, among which is medical care. To balance such demand, “supply” of numerous modernized hospitals and clinics ranging from general, specialized, dental, etc. ones (collectively referred to as “healthcare establishments”) have been spreading out over big economic cities like Hanoi and Ho Chi Minh City, where accommodate majority of Vietnamese middle-class. Understanding this need and also parallel with the overall policy to transform Vietnam into a market economy, Vietnamese government has been encouraging foreign investors to engage in this health-related sector.
ENCOURAGEMENT, BUT STILL CERTAIN REQUIREMENTS
The investment forms, scope of business, and other conditions applied to foreign investors are subject to international treaties, commitments of which Vietnam is a member. For instance, the State authorities generally apply the commitments made by Vietnam when joining the World Trade Organization (WTO) according to which, foreign investors may invest in hospital services (CPC 9311) or medical and dental services (CPC 9312) through the establishment of 100% foreign-invested hospital, joint venture with Vietnamese partners (no limitation on foreign ownership) or through business cooperation contract, provided that the following conditions are satisfied: minimum investment capital for a commercial presence in hospital services of at least US$20 million for a hospital, US$2 million for a policlinic unit and US$200,000 for a specialty unit.
ESTABLISHMENT AND OPERATION HIGHLIGHTS
Finding a suitable location is the most important step in the process of setting up a healthcare establishment since this location must be in line with the master plan of the provinces/cities. After that, the investors must obtain a decision on the investment policy from competent authorities before fulfilling the procedures at provincial-level State agencies in order to be granted with the appropriate certificates. For a foreign-invested enterprise, whether wholly foreign-owned or in the form of a joint venture with Vietnamese partners, the required certificates are the Investment Registration Certificate (“IRC”) and the Enterprise Registration Certificate (“ERC”). Before being put in operations, an operation license must be obtained from the Minister of Health or the director of a provincial-level Department of Health, depending on the form of the healthcare establishment. In order to be granted with the operation license, certain conditions on equipment, personnel, etc. must be satisfied.
Doctors, assistant doctors, nurses, midwives, technicians working in the healthcare establishments, including Vietnamese and foreigners, must obtain medical practice certificates. For foreigners, the certificates which are issued in foreign countries may be recognized in Vietnam based on international agreements or treaties to which Vietnam is a party. Foreigners directly providing medical examination and treatment for Vietnamese must be proficient in Vietnamese or otherwise, they must register the language they will use in medical examination and treatment and have a translator. Those foreigners and translators must be tested and recognized by professional medical training institutions designated by the Minister of Health.
The healthcare establishments and practitioners shall buy insurance for liability from insurers licensed for operation in Vietnam in accordance with Government’s regulations. Except for cases where the liabilities of the healthcare establishments and practitioners are exempted under the law, the insurers shall compensate the patients under the insurance policies signed with the healthcare establishments. Apart from paying compensations, the healthcare establishments and practitioners making professional and technical mistakes resulting in incidents/damages to patients shall take other legal responsibilities under laws (e.g. administrative or criminal responsibilities) depending on cases.
TAX INCENTIVES AND PREFERENTIAL POLICIES
Healthcare establishments, if qualified as performing socialized activities per required conditions, might be eligible for preferential Corporate Income Tax (“CIT”) rate of 10% during their entire operation period instead of the standard rate of 20%. Additionally, depending on their location, such healthcare establishments can also enjoy tax holidays (4 years of tax exemption and subsequent 5 or 9 years of 50% tax reduction). On a side note, healthcare establishments need to register with the tax authority upon their operation in order to determine the mentioned incentives and are also required to submit operation reports on the socialized activities to the licensing authority. However, there is no further guidance on what kind of registration and report to be submitted and whether this is a prerequisite for tax incentive application.
Meanwhile standard Value Added Tax (“VAT”) rate for general goods and services is 10%, medical services (including examination, treatment and prevention of diseases services, birth control services, convalescence and rehabilitation services for patients, caring for the elderly and disabled services, patient transport services, sickbed and sickroom rental services, testing, radiography services, blood and blood products for patients) are not subject to VAT. Medical equipment, medicine, vaccines and some supportive products such as cotton wool, bandages, gauze pads, and medical tampons, caps, clothing, facemasks, chemicals used for testing and sterilization, etc. are subject to a lower VAT rate of 5%.
SOME HIGHLIGHTS ON TAX AND RELATED COMPLIANCE IN VIETNAM
In case healthcare establishments have various branches in different provinces, they should pay attention to the form of the branch, i.e. to establish as a dependent or independent one. An independent branch shall have to be responsible for accounting, audit and all compliance filings by itself; while a dependent branch can be integrated with its headquarters for these. Of note, VAT filing is still required for a dependent branch if it generates revenue.
Vietnamese current regulations do not provide any preferential treatments when healthcare establishments import machines, equipment or medicines from oversea. When importing, they shall declare as well as pay import duty, VAT and should also take care of Foreign Contractor Tax (“FCT”). FCT is imposed on foreign entities/individuals not having a legal entity status in Vietnam but carrying out business or earning income in Vietnam as a foreign contractor. Accordingly, when selling to healthcare establishments in Vietnam, foreign contractors might be subject to FCT in Vietnam, depending on terms of delivery and/or attached services. As a common approach, Vietnamese healthcare establishments bear responsibilities with regards to declaring and paying FCT on behalf of the foreign contractors where applicable. There is a positive signal for the coming years, as Vietnam is in the process of promoting imports, and co-operating with a number of countries (including ASEAN countries, India, Australia/New Zealand, Korea, Japan, China, Chile, Eurasia, EU) via various bilateral and multilateral trade agreements in order to gradually reduce import duty rates.
Personal Income Tax could be a problem for foreigners working in Vietnam, especially for those on short term assignments that can easily neglect/misunderstand this obligation. On a general note, individuals having taxable income shall be taxed depending on the type of income and tax residency status, but might be eligible for tax exemption by virtue of tax treaty between Vietnam and a number of countries/territories. Besides, foreigners must be aware of visa, work permit, permanent residence card, etc. requirements when working in Vietnam.
HIGH STANDARDS OF INTERNAL CONTROL AND FINANCIAL REPORTING TO SUPPORT SUSTAINABLE GROWTH
Healthcare establishments have specific features due to their activity such as certain number of locations, import of medical equipment, high number of employees including care personnel as well as administrative staff, high volume of transactions (and invoices), cash and/or credit card payment, etc. All those aspects shall be taken into consideration in the original accounting set-up (in-house/outsourced, accounting software/ERP system, paper or electronic invoices, branch status, etc). In addition, experience shows that successful healthcare establishments may grow very quickly opening additional locations with sometimes very ambitious development plans. One should bear in mind that during such fast growth a common mistake could be to only focus on operations. However, ensuring that accounting and tax matters are maintained/handled by teams with the right amount of experience, skills and compliance with prevailing laws and regulation is critical to one’s sustainability. So does internal control system to prevent occurrence of fraud. Periods of growth and investment also lead to a need of higher standard when it comes to quality and transparency of financial information to report to stakeholders such as investors, lenders, business partners, employees, etc. In addition to any group reporting internal requirement, foreign invested companies in Vietnam must submit their annual audited financial statements along with their year-end tax filing.
OVERALL, WE SEE MORE OPPORTUNITIES THAN CHALLENGES!
A bull market is likely to attract numerous comers creating a fierce competition even in a dynamic and developing sector. However, considering the lack of high standard healthcare establishments, the vast and growing demand with increasing expectations of citizens, and also taking into account favorable treatments from Vietnamese government, foreign investors can be confident in their investment decisions in the field.
First authors: Nguyen Thi Hong Hoa and Dang Phuong Dung
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