Business cooperation contract between individual and company

1. What is a business cooperation contract?

According to Clause 14, Article 3 of the Law on Investment 2020, the regulations on business cooperation contracts are as follows:

“Article 3. Explanation of terms

[…]

14. A business cooperation contract (hereinafter referred to as BCC contract) is a contract signed between investors to cooperate business cooperation, profit sharing, product division according to the provisions of law without establishing an economic organization.

[…]”

Accordingly, a business cooperation contract (hereinafter referred to as BCC contract) is a contract signed between investors to cooperate in business, divide profits, and divide products according to the provisions of law without establishing a business organization. economic.

2. Is a joint venture between an individual and a business cooperation company in investment legal?

In Clause 14, Clause 18, Clause 19, Clause 20, Article 3 of the Law on Investment 2020, the prescribed terms are explained as follows:

“Article 3. Interpretation of terms

[…]

14. Cooperation contract Business (hereinafter referred to as BCC contract) is a contract signed between investors to cooperate in business, divide profits, and divide products according to the provisions of law without establishing an economic organization.

[…]

18 Investors are organizations and individuals carrying out business investment activities, including domestic investors, foreign investors and economic organizations with foreign investment capital. Foreign investors.

19. Foreign investors are individuals with foreign nationality, organizations established under foreign laws conducting business investment activities in Vietnam.

20. Domestic investors are individuals with Vietnamese nationality, economic organizations with no foreign investors as members or shareholders. east.

[…]”

Thus, from the above provisions, the law allows cooperation between organizations and individuals when doing business.

3. What are the forms of business cooperation contracts in investment?

Pursuant to the provisions of Article 27 of the Law on Investment 2020, regulations on investment forms in business cooperation contracts are as follows:

“Article 27. Investment in the form of BCC contract

1. BCC contracts are signed between domestic investors in accordance with the provisions of civil law.

2. BCC contracts are signed between domestic investors and foreign investors or between foreign investors carrying out procedures for issuance of Registration Certificates Sign investment according to the provisions of Article 38 of this Law.

3. The parties participating in the BCC contract establish a coordination board to implement the BCC contract. The functions, tasks, and powers of the coordination board are agreed upon by the parties.”

Accordingly, the BCC Contract is signed between domestic investors and foreign investors or between foreign investors carrying out procedures for granting a Certificate. Investment registration according to the provisions of Article 38 of this Law. The parties participating in the BCC contract establish a coordination committee to implement the BCC contract. The functions, tasks, and powers of the coordination board are agreed upon by the parties.

4. How is the content of a business cooperation contract regulated?

Pursuant to the provisions of DArticle 28 of the Law on Investment 2020 regulates the content of a business cooperation contract as follows:

“Article 28. Contract content BCC

1. The BCC contract includes the following main contents:

a) Names, addresses, authorized representatives of the parties participating in the contract; transaction address or location of investment project;

b) Objectives and scope of business investment activities;

c) Close Contributions of the parties to the contract and division of business investment results between the parties;

d) Progress and duration of contract implementation;

dd) Rights and obligations of the parties to the contract;

e) Modification, transfer, termination of the contract;

g) Liability for breach of contract contract, method of dispute resolution.

2. During the implementation of the BCC contract, the parties to the contract may agree to use assets formed from business cooperation to establish an enterprise in accordance with the law on enterprises.

3. The parties to the BCC contract have the right to agree on other contents that do not violate the law law.”

Accordingly, the business cooperation contract, referred to as the BCC contract, includes the following contents:

– Names, addresses, and authorized representatives of the parties to the contract; transaction address or location of investment project implementation;

– Objectives and scope of investment and business activities;

– Contributions of the parties to the contract and division of business investment results between the parties;

– Progress and duration of contract implementation;

– Rights and obligations of the parties Participation in the contract;

– Modification, transfer, termination of the contract;

– Responsibility for breach of contract, method of dispute resolution

In addition, during the implementation of the BCC contract, the parties to the contract may agree to use assets formed from business cooperation to establish an enterprise in accordance with the law on enterprises. The parties to the BCC contract have the right to agree on other contents that are not contrary to the provisions of law.

Thus, according to the above regulations, the BCC Contract is concluded in accordance with civil law and includes the contents in Article 28 of the Law on Investment 2020.