Pursuant to Law on Investment in 2014, business co-operation contract (hereinafter referred to as BCC contract) means a signed contract between investors in order to co-operate in business and share profit or products without establishing an economic organization. This is a way of direct investment. The subject of the contract can be an individual/legal person with Vietnamese or foreign nationality.
For a contract signed between domestic investors, it is implemented under the civil law. For a contract signed between a domestic investor and a foreign investor or between foreign investors, it requires the application for an Investment Registration Certificate. It depends on the field and the influence of the project to have a particular decision as detailed in Article 30, 31, 32 Law on Investment 2014.
To invest under a BCC contract, the parties must establish a coordination committee to enforce the contract. The functions, responsibilities and rights of the coordination committee are agreed by the parties. The parties are required to establish the committee in order to have the investment managed well, the project carried out flexibly and on schedule, investors’ control maintained.
When signing the contract, investors must have all the followings:
a) Name, address, authorized representative of the parties; trading address or project address;
b) Aims and scales of business investment activities;
c) Contributions by parties and distributions of investment results among the parties;
d) Schedule and duration of the contract;
đ) Rights and obligations of parties;
e) Amendment, assignment, and termination of the contract;
g) Responsibilities for breaking the contract, ways to solve disputes.
In addition, BCC parties have the right to agree to other contents which are not against the law.
Law on Investment 2014 also defines, while the BCC contract is in progress, parties can make agreements on using the properties acquired from the co-operation to establish an enterprise under the Law on Enterprises. In case the parties co-operate effectively, they can continue the co-operation by establishing an economic organization using the profit from BCC.
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