8.2 Management Budget. The annual management budget (including the projected balance sheet, profit and loss statement and cash transaction report) for each fiscal year shall be submitted to the Owner for approval and shall include comprehensive detailed information on the items included in the Annual Plan as listed in Article 8.1(a) above.
8.3 Fiscal Year. The fiscal year of the Company shall commence on 1st January and end on 31st December of each year. The first fiscal year of the Company shall commence on the date of issuance of the Investment Certificate and end on 31st December of that year. The last fiscal year of the Company shall commence on 1st January and end on the date of dissolution of the Company.
8.4 Accounting.
8.4.1 All documents, statements and books shall be recorded in Vietnamese. Monthly, quarterly and annual financial statements and reports shall also be written in both Vietnamese and English/Thai.
8.4.2 The Company shall adopt Vietnamese Dong or United States Dollar (subject to approval if required) as its standard book keeping currency subject to the approval of the Owner. When the currency of a cash bank deposit, other cash receipts or expenditures, receipts from claims or expenses for debts is different from the standard book keeping currency, accounts shall also be recorded in the currency actually paid or received in addition to the standard bookkeeping currency. Exchange gains or losses shall be recorded in accordance with the relevant Laws of Vietnam.
8.4.3 The Company will adopt a depreciation policy in accordance with the applicable Laws of Vietnam.
8.4.4 If there is a loss in any particular year upon tax finalisation with the tax authorities, the Company shall be entitled to carry forward such loss to the succeeding year(s); such loss shall be set off against taxable income in accordance with the Law on Corporate Income Tax. The period of carrying forward of loss shall be in accordance with the Laws of Vietnam.
8.5 Bank Account. Subject to the Laws of Vietnam, the Company shall open interest-bearing Vietnamese Dong accounts and interest-bearing foreign exchange accounts with any Vietnamese bank or foreign bank branches permitted to do business in Vietnam. The Company may, subject to the Laws of Vietnam, open foreign exchange accounts with banks outside of Vietnam.
8.6 Auditing.
(a) Independent Audits. At the end of each accounting year, the Company shall engage an accounting firm (the “Independent Auditor”) registered in, or otherwise permitted to do business in Vietnam, to audit the Company's books, accounts and records.
(b) Owner Review. The Owner shall review and approve the periodic audits of the accounts. In the event the Owner determines that the audits submitted by the Independent Auditor are not satisfactory, the Owner may replace the Independent Auditor or retain another auditor at the Company's expense, to supplement or adjust the work of the Independent Auditor or to perform specific accounting and auditing tasks.
8.7 Distribution of Profits After Tax. The after-tax net profit of the Company shall, as and when the cash position of the Company permits, be distributed to the Owner in United States Dollars or any other freely convertible currency at the Owner’s discretion subject to the Laws of Vietnam. Any profit retention shall be decided by the Owner. Any undistributed profit from previous year(s) may also be distributed with the profits of the current year.
ARTICLE 9
FOREIGN EXCHANGE
9.1 The Company, to the extent it is able, shall balance its own foreign exchange receipts and expenditures in accordance with the Laws of Vietnam. The Company shall comply with the Laws of Vietnam on foreign exchange control. The Company shall be permitted to purchase foreign currency at commercial banks to meet its permitted transactions pursuant to the Laws of Vietnam on foreign exchange control and other relevant laws.
9.2 The Owner, after payment of relevant taxes, shall be permitted to remit abroad profits of the Company, any proceeds of the sale, transfer or liquidation of the whole or any part of the assets of the Company, any capital reinvested, or any other legally earned assets and income in accordance with the Laws of Vietnam.
9.3 Foreign employees of the Company shall be entitled to receive their income in United States Dollars and/or any freely convertible currency and, after payment of relevant taxes, shall be permitted to remit their remaining income abroad in accordance with the Laws of Vietnam.
ARTICLE 10
TAXATION
10.1 The Company shall, subject to all exemptions, preferences and/or concessions, pay such taxes as are applicable to it in accordance with relevant Laws of Vietnam.
10.2 The staff and workers of the Company shall be recruited in accordance with the Laws of Vietnam and shall pay individual taxes by their own expenses in accordance with the Laws of Vietnam.
10.3 Requests for preferential treatment with regard to corporate income tax, customs duties and other taxes shall be made as follows:-
(a) The Company shall apply for preferential tax treatment in order to obtain maximum tax exemptions, concessions and preferences in Vietnam. The Company shall also be guaranteed the benefits of exemptions, concessions and preferences that may hereafter become available.
(b) In order to confirm the tax treatment applicable to the Company, it shall submit an application to the relevant tax authorities of Vietnam requesting confirmation of the tax holidays, tax exemptions, reductions and other preferences to be accorded to the Company.
(c) In order to confirm the customs treatment applicable to the Company, it shall submit an application to the customs authorities of Vietnam requesting confirmation of the customs exemptions, reductions and other preferences to be accorded to the Company.