On January 22, 2024, the Hanoi Tax Department issued Official Letter No. 4267/CTHN-TTHT, stating the following: A company (Merged Company) can merge into another company (Receiving Company) by transferring all assets, rights, obligations, and legal benefits to the receiving company, while simultaneously terminating the existence of the merged business. After the receiving company registers the business, the merged company ceases to exist. The receiving company enjoys the legal rights and benefits, and assumes responsibilities for obligations, unpaid debts, labor contracts, and other asset obligations of the merged company. The receiving companies naturally inherit all legal rights, obligations, and benefits of the merged companies as per the merger agreement. In cases where a company pays VAT using the deduction method, if there are input value-added tax amounts that have not been fully deducted, the company is eligible for a VAT refund when implementing the business merger according to the provisions in Article 1 of Circular No. 130/2016/TT-BTC.
