Country：越南 · Trade, Supply Chain & Exit
Vietnam · Trade, Supply Chain & Exit
Vietnam's manufacturing heavily depends on import/export and the 'China semi-finished → Vietnam assembly → export to EU/US' chain, leveraging CPTPP, EVFTA and RCEP tariff preferences. Exit must follow lawful liquidation and settle tax and labour obligations.
Key points
- Tariff springboard: rules of origin cumulation let Vietnam-added value enjoy CPTPP/EVFTA zero tariff.
- Import/export: comply with rules of origin (BOM and local-value proof) to apply for C/O.
- Supply chain: electronics and textiles rely on Chinese inputs; manage origin and anti-dumping risk.
- Exit: company liquidation (creditor notice, tax settlement) or deregistration.
- China home-law anchor (pkulaw-verified 2026-07): outbound trade must comply with China's Foreign Trade Law (2025 amendment, Presidential Order 67, effective 2025-12-27) — import/export operates under filing registration; dual-use items and technology exports are subject to control lists and the Unreliable Entity List; trade with specific countries/regions must also meet China's export-control and sanctions compliance.
Procedure
- Import/export registration and customs code.
- Build BOM and origin evidence chain.
- Apply for Certificate of Origin (C/O).
- Exit: resolution → liquidation team → tax/labour settlement → cancel ERC, IRC.
Hard requirements
- Origin compliance; exit requires tax and debt clearance and labour resettlement.
Costs
Tariff by HS code; liquidation cost separate.⏱ ⏱ Timeline：Trade is operational; exit 6–12 months (liquidation).⚠ Common risks
- Failing origin standards loses tariff preference and risks EU/US anti-circumvention probes.
- Unresolved labour or tax at exit → director liability.
- Anti-dumping/countervailing measures against China-origin transshipment.
Handbook
📘 Step-by-Step Handbook (with owner / timeline / cost / penalties)
Applies to：Chinese entities using Vietnam as a manufacturing and export base, leveraging CPTPP/EVFTA/RCEP preferences to export to EU/US, and exiting via lawful liquidation/deregistration.
Prerequisites
- China parent completed MOFCOM import/export filing (see legal_review anchor).
- Vietnam entity established with IRC and ERC.
- BOM and origin-evidence management capability built.
| Step | Action | Owner | Timeline | Cost | Official form / system | Notes & penalties |
|---|---|---|---|---|---|---|
| 1 | China-side filing and compliance pre-check Parent completes MOFCOM filing; screen equipment and inputs for Vietnam against dual-use-item lists. | Trade compliance | Filing 1–2 weeks | Gov fee per publication | MOFCOM filing system | Input exports must meet compliance Penalty：Illegal export → home-country penalty |
| 2 | Vietnam customs code and import/export registration Complete import/export registration at the General Department of Vietnam Customs, obtain a customs code, declare by HS code. | Customs broker | Days to weeks | Tariff by HS code | Vietnam customs import/export registration (tax code / customs code) | Chinese inputs must be declared truthfully Penalty：Under-declaration → back-tax and forfeiture |
| 3 | Certificate of Origin (C/O) and cumulation Build BOM and local-value evidence; apply for Vietnam-issued C/O (Form B / Form E / CPTPP etc.); use origin cumulation for zero tariff. | Trade compliance | 1–3 days | Certificate fee per publication | C/O application (MOIT system) | Must meet regional value-content requirement Penalty：Failing origin → lose preference and face anti-circumvention probe |
| 4 | Customs compliance and tariff classification Classify, value and pay duty by HS code; guard against EU/US anti-dumping risk on transshipment. | Customs broker | Per shipment | Duty | Customs declaration | Avoid being deemed China-made via transshipment Penalty：Mis-classification → back-tax |
| 5 | Supply-chain layout (Chinese inputs + Vietnam assembly) Use Vietnam as the assembly node, orchestrating Chinese input imports and EU/US exports to meet rules of origin. | Supply chain | Ongoing | Operations & compliance | Plant in bonded zone or industrial park | Electronics/textiles highly reliant on Chinese inputs Penalty：Origin fraud → sanctions |
| 6 | Exit: liquidation / deregistration By resolution, form a liquidation team, settle tax, resettle labour, notify creditors, then cancel ERC / IRC. | Directors / liquidation team | 6–12 months (liquidation) | Liquidation cost | Tax-clearance certificate & ERC/IRC cancellation | Must resettle employees and clear debts Penalty：Unresolved labour or tax → director liability |
✅ Self-check list
⚠ Common pitfalls
Failing origin standards影响：Lose CPTPP/EVFTA preference and face anti-circumvention probe.规避：Build a genuine value-added evidence chain.
Anti-dumping on China-origin transshipment影响：High tariff.规避：Genuine process and value-add in Vietnam.
Exit without labour resettlement影响：Director liability and fine.规避：Liquidate lawfully with full compensation.
Under-declared inputs影响：Back-tax and forfeiture.规避：Declare Chinese imports truthfully.
Ignoring home-country export control影响：Home-country penalty.规避：Dual-use screening before export.
📅 Ongoing post-incorporation obligations
- Ongoing customs declaration and C/O maintenance.
- Annual tax and labour compliance.
- Retain liquidation archives after exit.
🔗 Official portals
📎 Source：https://www.customs.gov.vn ; https://www.moit.gov.vn ; https://www.mofcom.gov.cn ; https://www.customs.gov.cn
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