Tax Due Diligence

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.