Tax Due Diligence
Comprehensive Tax Health Checks & Risk Assessments
Before a tax audit catches you off guard — or before you close an M&A deal — our Tax Due Diligence service provides a thorough review of your company's tax position. We identify risks, quantify potential liabilities, and deliver an actionable remediation roadmap.
100+
Due Diligence Cases Completed
3-5 Fiscal Years
Comprehensive Historical Coverage
CPA Licensed
Ministry of Finance License #157
When Do You Need Tax Due Diligence?
Tax authorities routinely audit 3-5 years of historical records. Under Vietnam's stringent enforcement regime, undocumented expenses or transfer pricing errors often result in 20% penalties plus 0.03% daily interest.
Whether preparing for an M&A transaction or a routine Ministry of Finance inspection, a Tax Due Diligence review is essential. It identifies and quantifies these hidden exposures in exact VND amounts before the authorities do.
Our CPAs simulate a rigorous tax inspection on your terms. We scrutinize your CIT, VAT, PIT, and FCT positions. This delivers a prioritized remediation roadmap, allowing you to voluntarily adjust prior filings and minimize penalty impacts.
What We Handle
- Full review of CIT, VAT, PIT, and FCT positions (3-5 years)
- Transfer pricing compliance assessment (Decrees 132 & 20/2025)
- Invoice and e-invoice validity verification
- Deductible expense analysis and non-deductible risk flagging
- Related party transaction assessment
- Tax incentive eligibility and utilization review
- Risk quantification and exposure mapping (VND amount per issue)
- Actionable remediation roadmap prioritized by severity
- Management presentation of findings
How We Handle Your Registration
Scope Definition
We define the scope — which fiscal years, which tax types, and the specific purpose (M&A, internal review, pre-inspection). This determines the depth and breadth of the assessment.
Data Collection
We request accounting data, tax returns, contracts, invoices, transfer pricing documentation, and board resolutions for the review period. Our team provides a structured checklist to minimize back-and-forth.
Risk-Based Review
Our CPAs review each tax type systematically: verifying computation accuracy, checking deductibility of expenses, testing invoice validity, assessing transfer pricing compliance, and identifying areas where the company's position may differ from the tax authority's interpretation.
Findings Report
You receive a detailed findings report with each issue classified by risk level (Critical / High / Medium / Low), quantified exposure in VND, and specific remediation recommendations. No vague observations — every finding is actionable.
Management Presentation & Action Plan
We present the findings to your management team or investors, answer questions, and help prioritize the remediation roadmap. For M&A contexts, the report feeds directly into deal valuation and warranty negotiations.
What You'll Receive
Tax Position Review
- CIT computation accuracy review
- VAT input/output reconciliation
- PIT withholding compliance check
- FCT withholding verification
- Business License Tax verification
- Tax incentive utilization assessment
Compliance & Documentation
- E-invoice validity and compliance check
- Transfer pricing documentation review (Decrees 132 & 20/2025)
- Related party transaction assessment
- Deductible expense analysis
- Contract vs. invoice consistency review
- Statute of limitations analysis
Reporting & Advisory
- Risk-rated findings report
- Quantified exposure per issue (VND)
- Remediation roadmap (prioritized)
- Management presentation
- Voluntary adjustment advisory
- Defense position papers (per issue)
"Tax due diligence isn't about finding problems — it's about knowing your position. When you know exactly where your risks are and how much they could cost, you can make informed decisions: fix it now, prepare a defense, or factor it into a deal valuation. Surprises are the enemy."
David Nguyen
Partner & Director
CPA License #3868 — Ministry of Finance, Vietnam · 14+ years in audit, tax, and FDI consulting. Led 100+ tax due diligence engagements for M&A transactions and corporate restructurings across manufacturing, services, and technology sectors.
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Vietnam Tax System: What Every FDI Enterprise Must Know (2026)
Vietnam tax rates: CIT 20%, VAT 10%, PIT 5-35%, FCT varies. Filing deadlines, incentives, and audit risks for foreign-invested enterprises.
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Related Party Transactions in Vietnam: Overall regulations (Updated 2026)
Decree 20/2025/ND-CP refines Vietnam's related party framework by adding debt-based criteria to traditional ownership tests—a targeted amendment that creates im
Read ArticleFrequently Asked Questions
We typically review the most recent 3-5 fiscal years, aligned with Vietnam's statute of limitations for tax enforcement. For M&A transactions, the scope may extend further if the buyer requires a longer historical review.
No — but it simulates one. We apply the same tests and scrutiny that a tax inspector would, identifying the same risks and quantifying the same exposures. The critical difference is that you get the findings first, with time to remediate before enforcement action.
Common findings include non-deductible expenses booked as deductible (entertainment, personal expenses, missing invoices), incorrect transfer pricing documentation, VAT input credits on ineligible items, inconsistent PIT treatment for expatriates, and underutilized tax incentives.
Yes. Vietnam's tax law allows voluntary supplementary declarations to correct prior filings. Voluntary adjustments before a tax inspection typically attract lower penalties than findings discovered during enforcement. We advise on the optimal timing and approach.
The tax due diligence report identifies contingent tax liabilities that affect the deal valuation. Buyers use it to negotiate price adjustments, indemnity clauses, or escrow mechanisms. On the seller side, conducting due diligence before listing allows you to proactively clean up and maximize valuation.
A standard 3-year review for a mid-size FDI enterprise typically takes 3-4 weeks from initial data receipt to final report delivery. Complex cases (multi-entity, manufacturing with transfer pricing) may take 5-6 weeks. M&A engagements are often accelerated to meet deal timelines.
Not sure where to begin?
Know Your Tax Position Before the Inspector Does
Our comprehensive tax health check identifies risks, quantifies exposure, and gives you time to fix issues — before enforcement action.