Lease Business License in Laos
In brief
On 30 July 2021, the Lao Official Gazette website has published the Decree on Lease Business No. 417/GOV Dated 2 July 2021. The main reason of this issuance is to ensure that the lease business in Laos will be operated in accordance with the law, it is also aimed at accessing sources of capital and facilitating business operation, contributing to economic and social development.
This Decree sets out that both Lao investors or foreign investors, whether in form of individuals or legal entities who wish to operate the lease business must apply for an Enterprise Registration Certificate at Ministry of Industry and Commerce (MOIC); then apply for Lease Business License at Bank of Laos (BOL), this business shall be operated under the name of “Leasing Company” but not allowed to operate in the form of the Sole Limited Company.
The capital for the lease business is 5 Billion Kip or over (approximately 522,100 USD), the capital can be in cash or in kind, but the capital in kind must not more than 10% of the registered capital. Moreover, this Decree does not set out the minimum of shares for foreign investors and it might set out in the relevant laws and regulations.
Documentation
The documents must be in the Lao language, if the documents are in English, they must be translated and certified by a Notary Public. The documentation to be prepared for filing the License are as follows:
| No. | Details |
|---|---|
| 1. | A completed of Application for Lease business License from Bank of Laos (BOL) |
| 2. | Enterprise Registration Certificate |
| 3. | Feasibility Study |
| 4. | A copy of the Enterprise Registration Certificate from the shareholders (if the shareholders are a legal entity) |
| 5. | Financial certificate, Deposit bank account from the shareholders |
| 6. | Agreement on Establishment of Leasing Business |
| 7. | Meeting Resolution for Establishment of Leasing Business |
| 8. | Regulations for Leasing Company |
| 9. | List of Shareholders and the description of their equity participation |
| 10. | Proof of source of the registered capital, in case if the investor is individual, 2 years Financial Statement Report from the external audit company |
| 11. | Letter of Consent that authorized the Bank of Laos (BOL) to check the source of registered capital |
| 12. | Proof of Residence, Criminal Record, Curriculum Vitae (CV), a copy of Identification Card or Household Registration book of the majority Lao Shareholders; if the majority shareholders are foreigner, a copy of the passport is required |
| 13. | Proof of Education and Proof of Experience in Financial area, Banking or another relevant fields; and the Curriculum Vitae of Directors |
| 14. | If the representative of the legal entity is Laos, the appointment letter for the representative of the shareholders is required, and if the representative legal entity is a foreigner, a copy of the passport is required |
| 15. | Letter of Guarantee from the relevant authorities of the investor’s country which can be proof that the foreign individual and legal entity are allowed to invest in Lease Business in Laos |
| 16. | Proof and Map of project location or site where the company will be located and that must be approved by the Chief of Village |
| 17. | Power of Attorney (if the representative of the business owner is not available to process the registration) |
Durations and Procedures
| Procedure #1 | Procedure #2 |
|---|---|
| After receiving the documents -mentioned above, officer of the Bank of Laos will take 15 working days to consider and check the accuracy of the application | After that, officer of the Bank of Laos will take 45 working days to issue the License |
| Conditions | Conditions |
| - The capital must be enough to invest and the source of capital must be clear and in accordance with this Decree - The description of the Feasibility Study must be complete, appropriate and actionable - The Directors must have an education background and experience in Financial, Banking, or another relevant fields - The shareholders have never been convicted of intentional criminal mischief |
- The registered capital has been paid completely - Employ the appropriate number of employees - The materials and location must be provided to ensure the facilities of business operation - The internal operating system that’s included the inspection and management system must be fully prepared. |
If the applicant does not meet any conditions mentioned above but the applicant informs the Bank of Laos with the appropriate reason, the officer will extend 45 working days to consider the application. After 45 working days of extension, if the applicant still not meets the conditions, the Bank of Laos will issue the rejection letter accordingly.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Viphavanh Syharath
Associate
Viphavanh.S@ilawasia.com
ILAWASIA Co., Ltd.
Lao E-commerce Business License
In brief
On 12 April 2021, the Lao Government has issued the Decree on E-Commerce No. 1296/GOV. The main reason of this issuance is to uplift the safety of the E-commerce transaction as a reliable activity; and to allow foreign individual or legal entity to operate E-commerce business in Laos, the foreign investor is able to hold the share maximum 90 per cent of shares, with the capital of ten billion Kip or over.
Currently, The Ministry of Industry and Commerce (MOIC) is now working for the registration on this issue, they are now setting up the regulation and fees.
Moreover, the investor who process E-commerce business before this Decree has issued, they shall get the notification at the MOIC within 90 days.
Documentation
Required documents for filing the E-Commerce Business License are as follows:
1. E-Commerce Registration Application from Ministry of Industry and Commerce (which is not available yet);
2. A copy of Enterprise Registration Certificate;
3. Business plan;
4. Technical Standards of Electronic Channel Certificate (at Ministry of Technology and Communication);
5. Electronic Payment Service Provider License (at Bank of Lao PDR).
Duration
Ministry of Industry and Commerce shall consider and issue the license for E-commerce business registration certificate within 5 working days after receiving the application. However, the E-commerce Business Registration system is not available yet.
In this regard, a copy of Enterprise Registration Certificate and Business Plan are required in obtaining this license, as stated on Decree.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Viphavanh Syharath
Associate
Viphavanh.S@ilawasia.com
ILAWASIA Co., Ltd.
Vanisha Chaidee
Associate
Viphavanh.S@ilawasia.com
ILAWASIA Co., Ltd.
The Temporarily Closure of the Department of Intellectual Property (DIP) and the availability of service during the pandemic
In Brief
Due to high numbers of COVID-19 infection in Bangkok and other 12 provinces that mentioned in an Emergency Decree in relation to recent wide spread of COVID-19 cases around Thailand, the extreme measure of remote working from home or residences has implemented and started on 20th July 2021 until 3rd August (or further revised notice) in order to decrease the spread and infection by public affairs.
Recently, The Department of Intellectual Property (DIP) has issued Notification of Department of Intellectual Property (DIP) Re: Availability of Service undertaken by DIP during COVID-19 pandemic, dated 20th July 2021, to inform on adaptation of the extreme implementation of remote working from the distance; to decrease possibility of infection among peoples through the transportation away; to temporarily close physical receiving office; and to set temporary shifted-staff to proceed the advanced appointments. In this regard, DIP informed available channels during this period as follows:
| Method | Details of Service |
|---|---|
| 1. Online Channel | 1. Electronic filing 2. Electronic payment of the official fee 3. E-certificate issuance (only patent and petty patent) |
| 2. Postal Box | - |
Extension of Patent Application
The Department of Intellectual Property (DIP) has issued Notification of the Department of Intellectual Property (DIP) Re: Extension of Document Submission and Additional Revision of Application for Patent and Petty Patent Filing during COVID-19 pandemic dated 12th July 2021 to prevent and decrease the infection risk of COVID-19 by public affair and to relieve the inconvenience of applicants. In this regard, DIP informed the extension period for patents and petty patents which deadlines have already met their due, as follows:
| Matters | Details |
|---|---|
| 1. Office Action of patents | Between 12 July 2021 and 31 August 2021 will be treated as ending on 31 August 2021. |
| 2. Extension | Responses to these office actions can be filed from 1 to 30 September 2021. |
Other Exception
The Department of Intellectual Property (DIP) has also set measure to extend period and process for trademark renewal, revise application, submit additional documents, etc. specially for applicant by proceed under Notification of Department of Intellectual Property (DIP) Re: Extension of period and process along with the law and regulation that undertook by DIP during COVID-19 pandemic, dated 24th March 2020.
| Matters | Details |
|---|---|
| 1. Preparation of Form | Prepare application form for extension submission. The form can be accessed by the mentioned notification. |
| 2. Evidences | Enclose evidences showing the effect you had from COVID-19, i.e., Hospital Admission Documentation, or Home Isolation Order by Hospital Documentation. |
| 3. Submission of Place | File the application form for extension of the period to DIP or Provincial Commerce Office within 15 days as of the last day as date effected from COVID-19. |
| 4. Further Action | File the application of various trademark matters within 30 days from the approval date by officers. |
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Thailand's Top 50 IP Experts 2021 revealed
As the founder of ILAWASIA, Mr. Somphob has led the firm’s accelerated growth in the field of IP, litigation, and trademark prosecution, he has been consistently recognized as a prominent legal professional, and business-savvy advisor in intellectual property law.
More than his outstanding knowledge, Mr. Somphob is praised for his services not only of the legal aspects but also of the upcoming business trends which are likely to impact the client’s transaction.
Currently, ILAWASIA has affiliated companies which are continuously operating the legal services in Greater Mekong Sub-region countries for many years, such as Cambodia and Myanmar, and is known as Intellectual Property Consulting Firm. At the moment, we are certified as the Intellectual Property Agency officially by the Intellectual Property Department of Laos.
For more details, please visit at https://bit.ly/2TcWhoD
Recent Updates on Myanmar Trademark Registration
The New Trademark Application under the old Registration System is still accepting
Currently, the Registration of Deeds Office is still accepting the filing of new trademarks during the soft opening period under the Old Trademark Registration System. When the new Trademark Law comes into force, accepting the filing of new trademarks will be stopped by issuing the notice from the Ministry of Commerce (MOC).
Please be notified that the filing of the new trademark system is slightly changed with the previous filing system. But the timeframe of filing is two weeks as previously.
Firstly, the application must be submitted from 2 pm to 4 pm during the working days. Secondly, officer will inform the applicant of the trademark about the filing date via phone and at that stage; trademark registration process will start. Thirdly, the certificate of the Declaration of Ownership of Trademark will be issued from the Registration of Deeds Office after two weeks from the filing date.
Re-filing Registered Trademarks under the New Trademark Law 2019
The re-filing of old trademarks registration during the Soft Opening Period is still effective before the Trademark Law comes into force.
The Ministry of Commerce, Intellectual Property Department held the meeting about the presentation on the official filing fees and clarified the ongoing work plans of the department in Nay Pyi Taw on 24th May 2021. The Ministry of Commerce may announce related to the official filing fees and POA when the Law effect.
Union Minister of the Ministry of Commerce informs that the Head Office of the IP Department may be in Nay Pyi Taw and the branches may be in Yangon and Mandalay.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Htar Su May
Paralegal
Htar@ilawasia.com
ILAWASIA Co., Ltd.
Digest on New Cambodian Tax and Corporate Laws
Taxation
“Notification No. 8716 GDT, dated 18 May 2021, on the Date of Submitting U.S. Reportable Accounts for the Calendar Year 2020 of the Banks, Insurers and Financial Institutions”
Based on this Notification, the Cambodian General Department of Taxation requires all commercial banks, insurance enterprises and financial institutions, who fall under the reporting obligations of the agreement entered into between the Royal Government of Cambodia and the United States, to better international tax compliance, as well as to comply with the Foreign Account Tax Compliance Act (FATCA) of the United States of America, all banks, insurance enterprise and financial institutions are required to submit U.S. reportable accounts for the calendar year 2020 to the U.S. Internal Revenue Service-IRS through the General Department of Taxation within 30 July 2021. Additionally, the report shall follow IRS’s standard.
Failure to report, banks, insurance enterprises and financial institutions will risk being penalized by FATCA, agreement entered into between Cambodia and the United States, as well as this Notification.
Corporate and Commercial
❶ “Notification No. 1143 of 26 May 2021, issued by the Ministry of Commerce, on the Issuance of E-Commerce Permit or License”
Cambodian Ministry of Commerce, on 26 May 2021, issued a Notification requiring all individuals and legal entities, including foreign entities, doing business in e-commerce spheres to apply for e-commerce permits and licenses with the Department of Commercial Registration of the General Department of Commercial Services of the Ministry of Commerce.
E-Commerce license and permit is regulated by the Department of Commercial Registration, General Department of Commercial Services. Application could be done through website: www.ecommercelicensing.moc.gov.kh. Any individual or legal entity doing business in e-commerce without permit or license will be financially penalized based on the relevant regulation.
❷ “Ministerial Prakas No. 316, dated 12 May 2021, on Financial Penalties under the Supervision of the Ministry of Commerce”
On 12 May 2021, the Ministry of Economy and Finance and the Ministry of Commerce jointly issued an Inter-Ministerial Prakas, regarding the financial penalties under the supervision of the Ministry of Commerce. The financial penalties are imposed based the Law on Commercial Rules and Commercial Registers, Law on Trade Marks, Trade Names and Acts of Unfair Competition, Law on Commercial Enterprises and Law on
E-Commerce and other regulations being in force in the Kingdom of Cambodia.
The amount of penalties are as the following:
| Description of Breach | Amount of Financial Penalty (in Khmer Riels) | Amount of Financial Penalty (in US Dollars) * |
|---|---|---|
| Failure to register in any amendment at the Ministry of Commerce | 1,000,000 | 247 |
| Failure to file annual declaration of commercial enterprise | 2,000,000 | 494 |
| Providing false information and faking other required documents to register company | 1,000,000 | 247 |
| Operating e-commerce business without license or permit | 10,000,000 | 2,468 |
| Providing false information on the report, minutes or other documents of the company which need to be filed with the Ministry of Commerce | 2,000,000 | 494 |
| Failure to submit copy of financial report to be filed with the Ministry of Commerce | 2,000,000 | 494 |
| More than 6-month late application to re-register mark | 200,000 | 50 |
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Vicheka Lay
Partner
Vicheka.Lay@ilawasia.com
ILAWASIA Co., Ltd.
Huyching Cheang
Associate
Huyching.C@ilawasia.com
ILAWASIA Co., Ltd.
LEGAL 500: FIRMS IN THE SPOTLIGHT
ILAWASIA is prouded to be named as one of the FIRMS IN THE SPOTLIGHT for Myanmar, Cambodia and Laos in the Legal 500.
🏆 Myanmar : ILAW MYANMAR CO., LTD.
🏆 Cambodia : I.L ASIA CO., LTD.
🏆 Laos : ILAW LAOS CO., LTD.
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Find more information on this link https://bit.ly/3tVpbWx
Myanmar imposed a ban on products not allowed to import through the border areas
In Brief
Myanmar has imposed a ban on the products from other countries, including Thailand through the border areas. The announcement of Customs Department, Ministry of Planning and Finance and Industry (No.1-TaKa (OSS)/2021(3)) issued on 19 April 2021, and the Announcement of Trade Department, Ministry of Commerce (No.2020-2021 (0607) issued on 18 April 2021, and other relevant announcements of Trade Department have been issued to impose four kinds of products that are prohibited to import to Myanmar, comprising of:
1) All kind of soft drinks;
2) All types of coffee mix and tea mix;
3) instant coffee; and
4) Sweetened condensed milk/raw milk.
This regulation will be effective on May 1, 2021 and enforced to the importation through Thai-Myanmar border checkpoints, including 1) Myawaddy; 2) Tachileik; and 3) Kawthaung. However, importation by seaborne routes and by air are still allowed, but there may be increasing of the relevant costs.
Exceptional
There is exceptional condition in case that you import the products by sea instead of land importation. The following list of import documentations have to be prepared to present at the customs checkpoint:
| No. | Documents |
|---|---|
| 1. | Proforma Invoice |
| 2. | Packing List |
| 3. | Sale Contract |
| 4. | DO/BL |
| 5. | Import License/Import Permit |
| 6. | Other necessary documents |
Our opinions
The Announcements have been issued and administrated under the Military Council. Therefore, it is believed that these Announcements are linked to the political crisis in Myanmar. Most Myanmar people started to boycott the purchase of goods from junta-linked companies that seized power on February 1, 2021 to overthrow the Civilian Government.
Although importation by sea is allowed, Burmese and foreign Traders estimate that the closure of seaborne routes would make difficulties to importation and destabilize the food market.
As the case maybe, the military council’s restrictions on border trade have led to a return to the black market; some border traders also said that corruption could occur. Presently, Chinese products are not used in the country that supports the coup government. Campaigns are underway not to buy.
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Htar Su May
Paralegal
Htar@ilawasia.com
ILAWASIA Co., Ltd.
Jessupa Na Pomphet
Associate
Jessupa.N@ilawasia.com
ILAWASIA Co., Ltd.
Further Updates on Fast-track Examination of Thai Trademark Prosecution and Continuous
In Brief
On April 5, 2021, The Department of Intellectual Property (DIP) has announced 1) Notification regarding the criteria of fast track examination for trademark registration application which repealed the previous Notification issued on February 23, 2021; and 2) Notification regarding the criteria of fast track examination for trademark renewal application.
The Notification initiated a new fast-track system for trademark prosecution and continuous, which reduced the timeframe for examination of a trademark application and shortened the issuance of a trademark renewal certificate. The purpose is to lift up service level, and facilitate transaction for the private sector and regular people, as well as contribute positive factors for trademark business.
Key Takeaways
A. Trademark Prosecution
Generally, the registrar takes 16 months for the examination and issuance of the registration certificate, no matter how much of the quantity of the item of goods/services it is. However, under the fast-track system, the registrar will take only 6 months for the procedures if the items of goods/services will not exceed 10 items and these items conform with the specification of goods/services, shown in the website of DIP (https://tmsearch.ipthailand.go.th). Below is the comparative between the usual and the recent updates on trademark registration.
| Matters | Usual | Recent Updates |
|---|---|---|
| Time for Approval | 16-months | 6-months |
| Official Fees |
|
Remain the same. |
| Quantity | 1 item of goods/services or more | Not exceed 10 items. |
| Conditions for Fast-Track Examination | These items conform with the specification of goods/services, shown in the website of DIP. | |
Key Takeaways (cont.)
B. Trademark Renewal
Generally, the registrar takes 3-6 months for the examination and issuance of the renewal certificate, no matter how much of the quantity of the item of goods/services it is. However, under the fast-track system, the registrar will take only 60 minutes for the procedures if the items of goods/services will not exceed 30 items and an amendment of the specification of goods/services will not be filed. Below is the comparative between the usual and the recent updates on trademark renewal.
| Matters | Usual | Recent Updates |
|---|---|---|
| Time for Approval | 3 to 6 months | 60 minutes |
| Official Fees |
|
Remain the same. |
| Quantity | 1 item of goods/services or more. | Not exceed 30 items. |
| Conditions for Fast-Track Examination |
|
|
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
An Emergency Decree Amended Interest Rate in Thailand
In Brief
On April 10, 2021, New Emergency Decree which amended the Civil and Commercial Code on the reduction of default interest rates has been published in the Government Gazette and it shall be effective on April 11, 2021.
The purpose of the Emergency Decree is aiming to 1) prevent loopholes caused by ambiguity in the previous provision that allowed creditors to charge unfair interest rates which had been enforced since A.D. 1925 (B.E. 2468) that is not practically aligned with the current economic situation; and 2) relief the effect of Covid-19 pandemic that caused widespread damage to businesses, SMEs, and entrepreneurs to handle the obligations and debts’ payment during the economic crisis and to reduce economic inequality and unfairness.
Key Takeaways
The essential changes of the amendment are 1) to repeal the previous Section 7, 224 and replaced with new statements; and 2) to add remark provision on Section 224/1 of the Civil and Commercial Code, as summarized by the table below:
A. Section 7 : Standard Interest Rate that is neither predetermined nor required by law
| Previously | After 11 April 2021 | Remark |
|---|---|---|
| 7.5 per cent per annum | Decrease to 3 per cent per annum | To be reviewed every 3-years by the Ministry of Finance, and compared to close with deposit interest rate and loan interest rate of commercial banks |
B. Section 224 : Default Interest Rate
| Previously | After 11 April 2021 | Remark |
|---|---|---|
| 7.5 per cent per annum |
|
|
C. Section 224/1 : Installment Payment of Default Interest Rate
| Additional provisions | Result |
|---|---|
| 1. A Debtor who fails to make installment payment at any dues. | The creditor is able to calculate the default interest only from the principal of the installment in which the debtor has defaulted. The creditor will no longer be able to collect default interest on the total principal amount of the debts that have not been paid. |
| 2. Any clause of agreements is contrary to the above provision. | Such an agreement will be void. |
Conclusions
In the past period, many creditors have forced debtors who failed to make a payment, to pay interest on top of the principal amount owed, as the repealed provision of law did not set a default rate. Thus, this new decree entitled to decrease the interest rate to be applied with the current world situation and economic trends.
However, the new interest rate under this decree shall only be applicable for the Interest and Default Interest calculation of the debt or the installment payment of which is due from the effective date of the decree.
Should you have any further inquiries or require any assistance, please let us know.
Yours sincerely,
Somphob Rodboon
Managing Partner
Somphob.R@ilawasia.com
ILAWASIA Co., Ltd.
Nannapas Phatcharakeatkanok
Associate
Nannapas.P@ilawasia.com
ILAWASIA Co., Ltd.
Chananya Yongmunkongkul
Associate
Chananya.Y@ilawasia.com
ILAWASIA Co., Ltd.
