Make in Vietnam Vietnam Market Entry - 2019 and beyond - KPMG International
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Vietnam Market Entry Make in Vietnam 2019 and beyond kpmg.com.vn
KPMG was established in
Vietnam in 1994, at a time
when Vietnam was opening its
doors to foreign investment.
KPMG is one of the largest professional-service firms in Vietnam with offices in Hanoi,
Ho Chi Minh City and Da Nang. KPMG also has an office in Cambodia’s capital city
Phnom Penh. With more than 1,300 professionals in Vietnam, KPMG has ability to
deliver full range of international-standard professional services encompassing:
• Audit
• Consulting
• Deals- Tax & Legal
KPMG is recognised by the Ministry of Finance (MOF) and Vietnam Association of
Certified Public Accountants (VACPA) as Vietnam’s largest Audit and Advisory firm
in terms of revenue, partner numbers, and overall human resources. KPMG has also
received awards and accolades from the Vietnamese government for its contribution to
the nation’s audit, tax, legal and advisory professions.
As a leader in the professional services industry, KPMG regularly advises the
Government of Vietnam and international organisations in support of Vietnam’s reform
and integration programmes.
02 Vietnam Market Entry - Make in Vietnam
Table of contents
Why Vietnam Why KPMG Why KPMG
Vietnam in numbers Why KPMG is the Clear Market Entry &
Choice for foreign Expansion Group,
investors Process, and Strategy
04 06 07
How we can help ”Make in Vietnam” M&A landscape
Tax and Legal Managing Trade Deal Execution
& Customs
11 12 14
M&A landscape Ready to trade Meet our experts
Post Deal Support Protecting your
business
18 20 22
Vietnam Market Entry - Make in Vietnam 03
Why Vietnam?
The fast growing market offers a number of attractive
attributes for both domestic and foreign investors:
Fast Growing Economy: Strategic location:
As one of Asia’s and the world’s fastest The Mekong Region (including
growing economies, Vietnam’s GDP is Vietnam, Thailand, Cambodia, Laos,
estimated to have grown at 7.08% in 2018. Myanmar, and the southern provinces
of China) provides access to a market
of over 250 million people.
Vietnam also enjoys regional
Integration to Global Economy: connectivity with Association of
Southeast Asian Nations (ASEAN)
Vietnam’s participation in more than 40 economies and a strategic position
FTAs has led to increased investment on the Eastern Sea with existing
in recent years. These agreements transportation routes to the world.
bind Vietnam to a multilateral rules-
based trading system, and have been
incredibly successful at powering
Vietnam’s export story
04 Vietnam Market Entry - Make in Vietnam
Vietnam in numbers
Land area Population Avg annual Income
69.9% Total FDI registered
Approximately
96.4 (2018)
million US$2,200-2,500 is working age
capital
330,000km² Average age US$35.5 billion (2018)
Capital City 98.2 (2020(f))
million
32 New FDI projects
Ha Noi
3,046 (2018)
63
Provinces
& Cities
GDP Growth % GDP GDP/capita GDP by sector (2018e) Inflation
7.08% (2018e) US$239 US$2,587 41.17% Service 3.54% (2018)
34.28% Industry
billion (2018) (2018)
6.2% (2020(f)) US$270 US$2,752
billion (2020(f)) (2020(f)) 14.57% Agriculture
Source: GSO, EIU, Worldbank
Import ($billion) 2018 Total $237.5 billion USD
42.5 33.7 16.0 15.3 9.8
Computers, Machinery, Telephones and Textiles and fabrics Iron, Steel
Electronics Instruments parts thereof
12.5% 0% 2.6% 35.4% 9%
(year to year growth)
Export ($billion) 2018 Total $244.7 billion USD
50.0 30.4 29.4 16.3 16.5
Telephones and Textiles Computers, Footwear Machinery,
parts thereof and garments Electronics Instruments
10.5% 16.6% 13.4% 11% 28%
(year to year growth)
Source: GSO
Vietnam Market Entry - Make in Vietnam 05
Why KPMG
Why KPMG is the Clear Choice
for foreign investors
KPMG can provide foreign investors knowledge and advices on:
The business environment Dealing with the government
Operating procedures
Adapting the business model
for foreign companies
Cultural sensitivity Anti-Bribery and
and adeptness Corruption policies
Talent acquisition Capital investment and
and retention management
Local and foreign
Local business practices
leadership integration
On the ground Time expectations for returns
trusted advisor
06 Vietnam Market Entry - Make in Vietnam
Why KPMG
Market Entry Group
We have responded to the
need for comprehensive,
reliable and quality
Market Entry support
through compiling a
team of professionals
drawn from KPMG’s Deal
Advisory - Tax & Legal in
Ho Chi Minh City and Hanoi.
Vietnam M&A Forum 2018 (August) in HCM City
KPMG’s Chairman and CEO Warrick Cleine (speaking),
Vuong Dinh Hue, H.E, Deputy Prime Minister (fourth from the right),
Warrick Cleine Nguyen Chi Dung, Minister of Ministry of Planning & Investment (third from the left)
Chairman & CEO
KPMG in Vietnam and Cambodia Coming from various backgrounds Where necessary and appropriate,
including accounting, finance, tax KPMG will work with external
and law, our experts work together in partners, including Vietnamese
order to share ideas and add values to consulting firms, to ensure the
your business. success of Market Entry projects.
The mission of this group is to provide Whether providing a comprehensive
international standard services to “turnkey” market entry solution,
potential market participants. The or addressing a specific issue or
group acts as a bridge between problem in support of a larger project,
participants and Vietnam’s authorities KPMG has the resources and expertise
and trading partners, providing to provide dedicated professional
intelligence, advice and support support to entities exploring, entering
regarding Vietnamese regulatory, or altering their presence in the
financial and commercial issues. Vietnamese market.
Vietnam Market Entry - Make in Vietnam 07
Why KPMG
Market Entry Group
Market due diligence
We will provide advice on your proposed business activities, including the options
available under Vietnamese investment regulations and international commitments.
Understanding the Regional and location analysis
market landscape is a key Our expertise permits us to provide you specific advice concerning the
geographical areas attracting investments incentives.
requirement for potential Corporate intelligence / Background check
investors in strategic Our research team can provide market, government and competitor intelligence,
relevant to your business decision.
decision making.
Pre-Licensing
PHASE
Dr. Nguyen Cong Ai MARKET ENTRY STRATEGY
Senior Partner
TAX & LEGAL ANALYSIS
Head of Strategy Group
KPMG in Vietnam
PHASE
Deal Execution
GREEN FIELD OR DEAL
PHASE
Post-Deal
POST DEAL SUPPORT
KPMG’s Market Entry process recognises that the key to a successful project is
rigorous enterprise, and industry-specific research and analysis, before decisions
and commitments are made. This applies whether the Market Entry is conducted by
way of an acquisition, greenfield investment, or third party contractual arrangement.
08 Vietnam Market Entry - Make in Vietnam
Why KPMG
Market Entry Strategy
The Strategy team’s multi-disciplinary key to success, we help you assess
and industry- focused professionals your business partner inVietnam by
work on both local and cross-border evaluating their business licence,
transactions, drawing upon KPMG’s operations, and financial situation,
Our Strategy team global network of industry specialists
to advise on specific deal issues. We
as well as the reputation of the
management team.
advises clients on the bring you the right mix of strategy skills,
commercial knowledge and practical Commercial due diligence (CDD):
issues that influence deal experience, whether you are
considering an acquisition, expansion,
When you wish to enter the market
through acquiring an existing market
their investment divestment, merger, joint venture, 100%
foreign invested enterprise or other
player (‘the target’), we will assist you
in the decision-making process by
decisions. strategic alliances.
We offer a range of services across
conducting a CDD. In short, a CDD is
the process of evaluating a target in
the deal spectrum from pre-deal reference to its market and, above all,
Luke Treloar investigations to post-transaction whether the company is positioned
Director, Strategy Group advisory. We highlight some of our key to succeed. We tackle the key issues
KPMG in Vietnam services below: such as market conditions and outlook,
macroeconomic influences, industry
Market due diligence structure, regulatory environment,
With your planned investment in mind, competitive position and relationships
we study the market size and growth with key customers and suppliers.
potential, regulatory and competitive Most importantly, we will challenge
environment, key drivers and possible the target company’s forecast growth
future developments in detail. We assumptions in light of market changes.
help you assess the attractiveness
of the industry and evaluate whether Regional and location analysis
the opportunity is realistic as you build The process of choosing the right
a strategy to enter or expand in the location for your operation can be tricky.
market. Not only will you have to consider the
costs involved, but also the plethora
Corporate intelligence /
of regulatory complications of each
background check
province or locality. We can help
Keeping in mind that having the you analyse and develop a series of
right partner in a new market is the financial and non-financial elements
Vietnam Market Entry - Make in Vietnam 09
Japanese Desk: Chinese Desk: Korean Desk:
Taninaka Yasuhisa (HN) Chang Hung Chun Won Il
yasuhisataninaka@kpmg.com.vn chchun@kpmg.com.vn ilwon@kpmg.com.vn
for the specific factors that drive your
investment decision.
Profit and capital repatriation
strategies New approved FDI by sector in 2018
Profits can generally be repatriated,
and without the imposition of additional
capital repatriation taxes or the like, Industrial Manufacturing
so long as the company is profitable $5,883 million of total capital,
and has fulfilled all applicable taxes and 585 new projects
financial obligations and has met certain
regulatory requirements. Conversely,
retained earnings can be reinvested into
Real estate and Construction
the company or be used to make further
investments per the business plan of the $5,101 million of total capital,
company. 203 new projects
Target identification and analysis
When you wish to enter the market Textiles & Garments
through acquiring an existing market
player, we will help you in identifying a $2,279 million of total capital,
list of potential targets that may meet 352 new projects
your investment criteria. We will then
make initial contact with the potential 28%
targets to gain more information on Energy & Natural Resources
their view on the potential investment
opportunity, as well as to obtain more $1,731 million of total
13%
detailed information on the targets’ capital, 26 new projects
business. We will then report the results
of the discussion to you for your further US$17.98
10%
consideration. billion
Labour issues
Food & Drink 2%
Our consultants can advise you on 33%
salary requirements, social security, $391 million of total capital,
121 new projects
14%
pensions, and unemployment and health
insurance. In 2018, obtaining a work
permit for foreigners has become more
and more difficult and time consuming,
due to the more stringent regulations as Other
well as stricter licensing practice applied
by the local labour authorities in the past
few years. Our consultants can assist
you to obtain a work permit.
FDI By Country in 2018 (by value)
Our deliverables
Our research is conducted discreetly and
on a confidential basis, and our reports
Japan 37% South Korea 20% Thailand 7%
8% 7% 21%
can be provided in English, Japanese,
Korean, Mandarin or Vietnamese.
Singapore China Others
10 Vietnam Market Entry - Make in VietnamHow we can help
Tax and Legal Analysis
The purpose of our Pre-Entry Issues Advice is to ensure that
decisions and market entry plans are made based on all
available information to avoid any surprises, and covers:
KPMG can provide
Deal structuring and corporate
comprehensive analysis structuring options
Employee issues
and advice on the We analyse, and provide you with, a
set of alternative structures for your This includes employing foreign and
domestic labour force, and associated tax
regulatory, commercial deal and business presence in Vietnam.
In our analysis, we will highlight the and immigration concerns relating to the
same.
advantages and disadvantages of each
and practical issues particular structure. Foreign exchange management:
associated with entering Vietnamese tax issues
We detail foreign exchange issues and
how to mange the same, as well as
This includes discussions of corporate applicable accounting and financial
the Vietnamese market. taxes, transaction-related taxes and
import/export duties. Specifically, we
reporting requirements
will analyze and advise on ways to avail
of applicable tax incentives.
Richard Arthur Mark Business licensing issues
Stapley-Oh We will discuss the applicable licensing
Partner, Head of Legal process, with a focus on Restrictions 1 Tax Advisory firm
Tier
or conditions on foreign participation
KPMG in Vietnam
and procedures, and will highlight the
practical issues associated with the
process based on actual experience. International Tax Review, 2017
We can assist in discussing with the relevant licensing or tax authorities, either on
a “no names” basis or in a formal manner, to obtain their view, or to assess their
general attitude, on unclear or contentious issues, such as licensing procedures or
tax treatment with respect to certain transactions.
Customs and supply chain analysis
In conjunction with our Customs colleagues, we can discuss and rationalize your
global supply chain and management of the same with reference to domestic
customs regulations and applicable bilateral or multilateral free trade agreements.
Vietnam Market Entry - Make in Vietnam 11“Make in Vietnam”
Managing Trade & Customs
Multinational businesses must deal with requirements, complex customs
a host of customs-related challenges regulations, stringent quality and
regarding their cross-border operations. quarantine procedures, and other
Skil fully managing the Customs rules can present complex
challenges in any jurisdiction. However, if
administrative requirements continue to
remain a concern for companies importing
these rules are understood and managed, into and exporting from Vietnam.
customs-related elements they can enable organizations to reduce The Comprehensive and Progressive
operational risks, manage costs, yield
of international trade savings and improve bottom line.
Agreement for Trans-Pacific
Partnership (CPTPP) provides golden
opportunity for Vietnam
requires special knowledge. Vietnamese customs rules can be
complicated and companies may only Vietnam has been very active in
become aware of the complexity of
And we have it! the rules after they are approached
international trade for the past 25 years,
negotiating trade agreements with its
by Customs authorities for potential important trading partners, entering
violations. Most customs activities has into multilateral arrangements such as
Nhan Huynh been focusing on post-entry audits, mainly the WTO and the ASEAN Economic
Partner, Integrated International Tax on customs valuation, harmonized code Community (AEC), and more recently
KPMG in Vietnam (HS) classification, and processing trade. entering into the Vietnam-EU FTA and
As Vietnam’s customs regulatory the CPTPP. These agreements bind
framework evolves, it becomes Vietnam to a multilateral rules-based
increasingly important for organizations trading system, and have been incredibly
to manage their customs strategies in successful at powering Vietnam’s export
a coordinated manner that is aligned story, creating career opportunities and
with their overall business objectives. prosperity for Vietnamese people, and
A proactive and cost-effective customs contributing to macroeconomic stability.
management plan involves opportunity The CPTPP is incredibly important for
planning and risk management, including Vietnamese exporters, as it will enable
compliance assurance, to ensure the them to sell Vietnamese commodities and
business is open to various duty savings manufactured goods to other member
opportunities, and business operation is firms, often free of duty. This should give
subject to customs’ close supervision. Vietnamese exports an advantage when
selling into markets such as Canada,
Background
Australia or Japan over exports from non-
The central government authority CPTPP countries, such as China or the
with respect to import and export US, or even other ASEAN members, such
management in Vietnam is the General as Thailand or Indonesia.
Department of Customs (GDC). In
The important thing for Vietnamese
addition, there are provincial customs
exporters to understand is that the CPTPP
offices that handle day-to-day customs
is a new-generation FTA, which imposes
matters and are subordinate to the GDC.
greater requirements on exporting
Since Vietnam becomes the official countries to qualify for concessional
member of the World Trade Organization treatment. Customs duties are a
(WTO), transaction value has been principal focus of trade agreements, and
applied as the primary method of particularly the reduction or elimination
appraisement for imports. Vietnam is also of duties, provided conditions are met.
using the Harmonized System for tariff This can extend to environmental,
classification of imports and exports, labour, and intellectual property issues.
being a member of the World Customs It is not simply good enough to obtain a
Organization (WCO). Vietnamese Certificate of Origin.
Non-tariff barriers such as import
restrictions, import licensing
12 Vietnam Market Entry - Make in Vietnam“Made in Vietnam” gets a boost
“China Plus” “Relocation” “Southeast Asia”
Model Greenfield, M&A Vietnam?
Tax imposed on China’ Tax imposed on US’
Export goods Export goods
NOV tariff on remaining $257 bn?
2018*
SEP 10% tariff on $200 bn 10% tariff on $60 bn
SEP
2018 will be increased to 25% by Jan 1, 2019 2018
Bilateral Trade
Value
AUG 25% tariffon > $600 billion 25% tariff AUG
2018 $16 bn on $16 bn 2018
JUL 25% tariff on $34 25% tariff JUL
2018 billion on $34 billion 2018
*as at December, 2018
Vietnam Market Entry - Make in Vietnam 13M&A landscape
Deal Execution
Which approach is taken in the licensing or deal execution
phase will depend on the nature of the Market Entry
strategy adopted. Acquisitions will include comprehensive
financial, tax and commercial due diligence.
Professionals in
Glo
bal M
&A 201
8 Commercial due diligence (CDD) Licensing support
As we already mentioned, a CDD is KPMG will help you to get a clear Deal
the process of evaluating a target in Execution view of Vietnamese legal
reference to its market and, above all, requirements, licensing procedures,
Global M&A Professionals, 2018 whether the company is positioned as well as the latest policies from the
to succeed. We tackle the key issues Government by providing you with
such as market conditions and outlook, our research and analysis of current
Year Ranking macroeconomic influences, industry regulations tailored to your business
structure, regulatory environment, needs and strategy. In addition, any
2018 KPMG 1st competitive position and relationships deal made in Vietnam is subject to the
with key customers and suppliers. Our approval of the licensing authorities,
2016 KPMG 1st integrated approach, which combines whether it is an acquisition or a joint
commercial, financial and tax due venture contract. By using our well
diligence services, gives you a deeper established network that includes
2015 KPMG 1st
understanding of the business. Government agencies at various levels,
we will support our clients in the
2014 KPMG 2nd Tax and legal due diligence preparation of JV contracts, a feasibility
Tax and Legal due diligence helps you study and company charter, and other
2013 KPMG 2nd to evaluate the potential tax liabilities of documents required to be included
the target by reviewing and assessing in an application file; hence, we will
2012 KPMG 1st the past, present and future tax situation follow up with the authorities until a full
of the company. Our professionals will investment licence is issued.
Source: Thomson Reuters SDC work in close co-operation with your
and Mergermarket
team and may approach the local tax Negotiation assistance
KPMG global M&A platform continue to authorities if required. We will assist you in negotiations with
be the leading choice for Deal Advisory. your target, the JV partner or licensing
Financial due diligence (FDD) authorities, making use of our thorough
KPMG’s Deal Advisory Services understanding of Vietnamese law,
professionals will assist you in culture and local expertise.This is to
evaluating the target’s financial situation ensure that you will not experience
and assessing the assumptions made in any surprises in your negotiations with
their projections. various parties in Vietnam.
KPMG also provides support in liaising with authorised translation firms in Vietnam,
obtaining domestic legalisation of foreign documentation and providing Vietnamese
contacts and liaison personnel.
14 Vietnam Market Entry - Make in VietnamVietnam Market Entry - Make in Vietnam 15
M&A landscape
Vietnam M&A landscape
8.6 US$
billion
97 % 4.9 US$
billion
17 % CAGR
$ $
estimated total value of of 2017 M&A transactions largest M&A deal double-digit growth
M&A transactions in 2017 in terms of value involve FDI in 2017 rate in M&A (2007-2017)
+
104 300 3-4 US$
million
number of closed expected number of deals deal size range for 90%
M&A Deals in 2017 in 2018 and 2019 combined of total deal volume in 2017
A big push in the Vietnamese M&A market
The privatization of SOEs such as Sabeco and Vinamilk has been a big push for the Vietnamese M&A market and is expected
to continue in coming time with the upcoming privatization of PVOil, Genco3, Habeco, etc.
The positive macro picture of Vietnam in recent years has attracted significant cash inflow from global investors, which seek to
capitalize on the growth of middle class and consumer market.
Industrials, Consumers and Real Estate ara among the most attractive target sectors.
Consumer Staples: Packaged Foods and Meats
Industrials: Construction & Engineering
3%
Industrials
12% 10% Consumer Discretionary
Consumer Discretionary: Home Furnishing
3% Materials
Energy
13% Utilities
Others
16% Financials
2015 -1H 2016 Consumer Staples
11% Information Technology
Healthcare
7% Telecommunicatio n
2% 1% Real Estate
12% 10%
Source: KPMG analysis, Capital IQ,
Real Estate: Office & Apartment accessed on 05 January 2018
Deal volume breakdown by sector from 2007 – 2017
16 Vietnam Market Entry - Make in VietnamKey deal considerations
Japan leads with 1. Transaction process matters 4. Legal and regulatory matters
volume, Thailand Agreements/contracts (with other business Changing/inconsistent regulatory landscape
partners, suppliers and customers) that prohibit
leads with value… the Target(s) from entering the potential
Foreign ownership restrictions/limitation
The recent highlighted M&A transaction or working with other partners Nominee structures / legal and beneficial
transactions in Vietnam are the ownership
Extended, inefficient process - expect delays
government’s divestment in
Sabeco; the acquisition of Big Lock-up period / Right of first refusal
Short term business planning by the Target(s)
C Vietnam and Metro Cash & Lacking licenses and permits
Carry Vietnam. Unrealistic pricing expectations / lack of basis
for pricing Unenforceable commercial contracts
By Volume 2007- 2017 Changing deal structure and parameters No culture of compliance
Japan 169 Contingent liabilities from commercial
2. Financial due diligence matters
Singapore 82 disputes
Two accounting books (for tax purpose and
United States 80 management purpose) Ownership to immovable property not
South Korea 52
reflected in Land-use-right
Accounting errors
Malaysia 46
Mortgaged assets / immovable property
Non-compliance with international accounting
Thailand 43 policies (e.g. IFRS) Present and future environmental
obligations
United Kingdom 34 Inadequate records, controls, governance
Denmark 26 Real underlying earnings of the business/ 5. Valuation matters
Taiwan 22 impact of one-off/non-recurring items Income approach is the primary valuation
approach for companies which generate
France 21 Related party transactions
a steady income stream that provides an
Funding - cost and availability of debt, adequate return on the capital employed
By Value (USDm) 2007- 2017 business impacts
The quality of the financial projections
Thailand 9,484 Instituting change post deal prepared by management of the Target(s)
United States 2,235 and/or Acquirer (“Management”) will
Commitments and contingencies
largely determine the robustness of the
Japan 2,120 valuation result
3. Taxation and structural matters
Singapore 1,788
Non-compliant tax practices and tax payments In order to estimate the fair value of the
France 1,176 Target(s), minority interests should be
Unreliable indication of the future rate based identified and deducted (if any)
Netherlands 895 upon historical effective tax rate
Taiwan 656 Lack of legitimate supporting documents to
Malaysia 597 determine actual deductibles
United Kingdom 570
Hong Kong 472
Source: KPMG analysis Capital IQ
Vietnam Market Entry - Make in Vietnam 17M&A landscape
Post Deal Support
To help you realise value in your deal,
our post-deal services start well before
the transaction is concluded. Building
KPMG is committed to on the pre-deal synergy evaluation,
we validate and quantify the available
synergies. Feeding these into our
ensuring the ongoing integration framework enables us to Adv
isory Firm of the Year
flag integration issues early and helps
success of projects that prepare the business for a smooth
post-deal operation from day one.The
it is associated with. The framework defines the organisational,
operational, employee, customer and
Global Sourcing Association, 2018
issue of an investment regulatory concerns that must be
addressed. We will also advise you on
licence or the conclusion of risky areas of the transition period which
could erode the value of the combined
a deal signals the start - not business going forward.
Immediate post-licensing services
the end - of a successful such as statutory establishment Adv
isory Firm of the Year
public notices, tax code and official
market entry strategy. seal applications, labour issues, key
personnel registration and accounting
system registration. Our post-licensing Global Sourcing Association, 2018
support effectively manages your
Nguyen Minh Hieu compliance effort in a timely manner
while saving your valuable time for
Partner, Due Diligence
business related work..
KPMG in Vietnam LAZARD
Tax compliance as well as tax and
regulatory advisory services. Our tax
professional help our client meet the
visory Firm of the Dec
more demanding and more complicated M&
A Ad ade
requirements of the Vietnamese tax
authorities in tax compliance obligations,
including meeting the deadline for filing
tax returns, paying the right amount of tax Ministry of Planning and
and enjoying the maximum tax incentives Investment, 2007 - 2017
which are available in Vietnam.
In addition to the above services, KPMG
offers Audit, Advisory,Transfer Pricing
and Customs Advisory to our clients.
18 Vietnam Market Entry - Make in VietnamM&A landscape
Post Deal Support Adv
isory Firm of the Year
Consulting Services
It is critical that integrations or divestitures
are planned and implemented effectively
Our team works closely so that they can realize their stated goals
that led them to the transaction in the
together to help you focus first place. Companies are seldom able to
sustain an internal group to facilitate this
tnam
Largest Big 4 f
irm
Vie d Best Place To Wor ,
an k
on key questions at each whilst also maintaining business as usual.
Our Consulting Services team can provide
the necessary experience and effectively
stage of the process, support you in realizing value as quickly Ministry of Finance (2016),
as possible, while meeting statutory Alphabe (2018)
working with you to requirements.
Our professionals combine strong
overcome even the most technical capabilities with relevant industry
experience and the ability to offer practical
challenging aspects of the advice with draws on our extensive
domestic and international resources.
integration. By smoothly consolidating operations Gold
en Dragon Award
and streamlining processes during the
transaction closing process and in the
months after a merger, we can help you
Macallister, Ross realize the expected benefits of the deal. Vietnam Economic Times,
Managing Partner These benefits include both cost and 2006 - 2018
Head of Consulting Services revenue synergies related to rationalized
organization structures, consolidating
KPMG in Vietnam
back-office, information technology, supply
chain and operational functions, and
optimized sales channels.
Some of the services we provide are:
—— Integration/Divestiture Management Office services and change and
communications management
—— Preparation for “Day One”
—— Target operating model and organizational design
—— Functional integration including: Finance; IT; HR; Supply Chain; Procurement;
Sales & Marketing; Customer Services
—— Risk & Compliance
Vietnam Market Entry - Make in Vietnam 19Ready to trade
Protecting your business from fraud,
misconduct and noncompliance
Do you know the monetary value of what is hidden beneath the ‘waterline’? An organization cannot manage the
risks it cannot “see”.
Organisation’s See Less Weaker
Waterline See More Stronger
Fraud Risk Management Strategy Antifraud Program and Controls
We deal with all aspects of misconduct, fraud and close cooperation with our clients and their advisors, based
infringements of regulations in organizations. We provide our on the facts and in compliance with official regulations. We
clients with support in the prevention, detection and handling provide expert support using the latest tools within the scope
of fraud, misconduct and non-compliance. Our aim is to of our investigations and offer quick, professional approaches
reduce risk for our clients and to minimize potential damage to prevent fraud, misconduct and non-compliance wherever
arising from fraud and misconduct. We work discreetly and in necessary.
Fraud, Misconduct and Non-compliance
Prevention Detection Response
Fraud Risk Management Advisory Forensic Investigation
Corporate Intelligence Forensic Technology Services
Anti-Bribery and Corruption (“ABC”) Services
20 Vietnam Market Entry - Make in VietnamAnti-Bribery & Corruption (“ABC”) Services
We have a full suite of services related to helping organizations prevent, detect, and respond to ABC concerns. Our ABC
compliance methodology shows how an individual, solid compliance program is devised and tailored to the size and risk factors
of the organization in question. We work proactively with clients and support clients in fulfilling their compliance obligations.
We also help clients respond to official measures or investigations. We support clients in design and implementation of ABC
measures as well as auditing existing compliance programs and use our knowledge to establish where improvements.
ABC Compliance Program Design and/(or)
Evaluation
We help clients understand the bribery and
corruption risks they face, evaluate existing ABC
measures, train staff and develop effective ABC
controls. We have in place a highly experienced
and committed team, led by professionals Prevent Detect
who have ‘been there, done that’ and will
work collaboratively with the organizations to
strengthen and improve their organization’s ABC
risk management framework based on related
Vietnamese laws/decrees/circulars and other
“better” practices (e.g. guidance implicit in the Respond
US FCPA and/or the UK Bribery Act).
ABC Acquisition Due Diligence Third Party Intermediary Management
KPMG assist clients in identifying and assessing We help clients to conduct risk-based due diligence on potential or
bribery and corruption risks within acquisition existing third-party relationships using our global network of Corporate
targets as well as evaluating the policies and Intelligence professionals to identify potential fraud, bribery and
procedures, internal controls, and books and corruption risk issues and formulate risk mitigation techniques.
records in place within the targets to mitigate
ABC Compliance Review (Continuous Monitoring)
the possible bribery and corruption risks in order
to inform the M&A process. ABC Compliance Continuous Monitoring – We help clients to develop
and deploy internal audit plans and strategies that leverage KPMG’s
Bribery and Corruption Investigations sophisticated data analytic capabilities designed to prioritize testing
We support clients in investigations into approaches for areas of heightened risk.
allegations or suspicions of violations of bribery
Third-Party Compliance and Assessments – We help clients to test
and corruption laws (e.g. U.S. Foreign Corrupt
third-party compliance with the terms of contracts and other business
Practices Act) and related anti-bribery and
standards that govern their Conduct.
corruption statutes, regulations and codes.
Vietnam Market Entry - Make in Vietnam 21Meet our experts
Consumer & Retail Consumer & Retail
Chong, Kwang Puay Ditty, John
Managing Partner Managing Partner
E: cpuay@kpmg.com.vn E: JDitty@kpmg.com.vn
Infrastructure & State- Real Estate
owned enterprises Ninh, Van Hien
Partner
Do, Thi Thu Ha
Senior Partner E: ninhvanhien@kpmg.com.vn
E: htdo@kpmg.com.vn
Private Business Financial Services
Lam, Thi Ngoc Hao
Tran, Dinh Vinh
Partner
Partner
E: hnlam@kpmg.com.vn
E: vdtran@kpmg.com.vn
Manufacturing Energy & Natural resources
Casihan, Nelson Ta, Hong Thai
Partner Partner
E: NCasihan@kpmg.com.vn E: thta@kpmg.com.vn
Automotive Healthcare
Hoang, Thuy Duong Treloar, Luke
Partner Director
E: dthoang@kpmg.com.vn E: luketreloar@kpmg.com.vn
22 Vietnam Market Entry - Make in VietnamVietnam Market Entry - Make in Vietnam 23
Contact us
Hanoi
46th Floor, Keangnam Hanoi Landmark Tower,
72 Building, Plot E6, Pham Hung Street,
Cau Giay New Urban Area, Me Tri Ward,
South Tu Liem District, Hanoi, Vietnam
T: +84 (24) 3946 1600
F: +84 (24) 3946 1601
Warrick Cleine E: kpmghanoi@kpmg.com.vn
Chairman & CEO
KPMG in Vietnam and Cambodia
Ho Chi Minh City
10th Floor, Sunwah Tower,
No. 115, Nguyen Hue Street, Ben Nghe Ward,
District 1, Ho Chi Minh City, Vietnam
T: +84 (28) 3821 9266
F: +84 (28) 3821 9267
E: kpmghcmc@kpmg.com.vn
Dr. Nguyen Cong Ai
Senior Partner
Head of Strategy Group
Danang
Unit D3, 5th Floor, Indochina Riverside Tower,
No. 74, Bach Dang Street, Hai Chau 1 Ward,
Hai Chau District, Danang, Vietnam
T: +84 (236) 351 9051
E: kpmgdanang@kpmg.com.vn
Richard Stapley-Oh
Partner
Head of Legal
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