Transfer pricing advisory services in 2026 are no longer merely a compliance procedure but have become a necessary condition for businesses to control related-party transaction risks in the current context. Decree 255/2026/ND-CP, The latest legal document on tax management for related-party transactions officially replaces Decree 132/2020/ND-CP and Decree 20/2025/ND-CP from July 1, 2026. Simultaneously, the operation of the Global Minimum Tax Rate (Pillar Two) is fundamentally changing how FDI enterprises plan their taxes. This article provides expert perspectives on the new legal framework, analyzes the multifaceted impacts of Pillar Two, and offers practical transfer pricing consulting strategies to help businesses proactively prevent tax arrears, optimize tax obligations, and stand firm against increasingly stringent tax audits.
Overview of legal regulations on related-party transactions in Vietnam
In the context of an increasingly完善 and stringent legal framework, a thorough understanding of core regulations on related-party transactions is essential for businesses to implement effective transfer pricing strategies. From July 1, 2026, the legal focus shifts to Decree 255/2026/ND-CP, which consolidates and replaces Decree 132/2020/ND-CP and Decree 20/2025/ND-CP, while also referencing many related provisions. Tax Administration Law 2025 (Law No. 108/2025/QH15) to ensure consistency and uniformity with the current tax legal system.
Decree 255/2026/ND-CP on related-party transactions (Updated to replace Decree 132/2020/ND-CP)
Decree 255/2026/ND-CP (issued on June 30, 2026, effective from July 1, 2026, and applicable from the 2026 corporate income tax period) is currently the highest legal document regulating tax management for related-party transactions of enterprises with related-party relationships, replacing Decree 132/2020/ND-CP and Decree 20/2025/ND-CP. Accurately identifying related parties according to Article 5 of Decree 255/2026/ND-CP remains the "foundation" of all documentation; therefore, enterprises need to closely coordinate with highly specialized transfer pricing consulting firms from the outset to correctly identify business relationships and avoid systemic errors that could lead to risks in tax assessment later.
The common criteria that cause businesses to fall into the cycle of related-party transactions remain essentially the same as before, including:
- Ownership of capital: One party directly or indirectly holds at least 25% of the other party's equity contribution.
- Executive relationships: One business appoints members of the board of directors or controls the financial decisions of another business.
- Debt guarantee: A business that guarantees or lends capital to another business in any form equal to at least 25% of its owner's equity and accounts for over 50% of the total value of medium and long-term debt.
A noteworthy new point in Article 5 of Decree 255/2026/ND-CP:
- Adding a related-party relationship through borrowing and lending transactions: Previously, regulations did not define the related-party relationship between a business and the individual managing or controlling the business (or individuals with related family relationships) arising from borrowing or lending assets. Decree 255/2026/ND-CP adds that a business that has borrowing, lending, or lending transactions involving at least 10% of owner's contributed capital at the time the transaction occurs during the tax period with the individual managing or controlling the business (or individuals with related relationships as stipulated) is considered to have a related-party relationship. This regulation aims to overcome practical difficulties and accurately reflect the nature of the transaction.
- Additional exclusion clause regarding affiliated relationships for guarantees/loans from state-owned debt resolution organizations: Creditors and guarantors that are state-owned organizations with charter capital and functions in buying, selling, and resolving debt will not be considered affiliated with the debtor or guaranteed party if they do not directly/indirectly manage, control, or invest in the debtor or guaranteed party's enterprise.
See also: New points in Decree 255/2026/ND-CP regarding related-party transactions.
Principles of application and inspection of taxes under the 2025 Tax Administration Law
The Vietnamese tax authorities have upgraded their audit system based on the principle of "Substance over Form." This means that no matter how tightly worded the contracts between related parties are, if the economic nature of the transaction does not correspond to the profits retained in Vietnam, the company's filing will still be rejected.
Because of this complex technical nature, attempting to handle the documentation yourself or using non-specialized personnel often leads to fatal flaws. Therefore, choosing a qualified professional is crucial. related party transaction advisory services Securing the rights of businesses through organizations with extensive experience is a crucial factor in protecting their legitimate interests during rigorous inspections.
Another noteworthy new point in Decree 255/2026/ND-CP:
- Database usage priority order (Article 17): The decree, for the first time, stipulates the order of priority when analyzing and comparing related-party transactions, such as publicly available databases, commercial databases, and tax authority databases. It also adds the national database as a reliable data source used in declaring, determining, and managing related-party transaction prices.
- Shifting from risk management to compliance management and compliance support (Clause 10, Article 21): The tax authorities develop a program to support taxpayers in voluntary compliance based on risk management; publish industry profit margins by sector and location to assist businesses in declaring and determining transfer pricing according to the arm's length principle; and are responsible for maintaining the confidentiality of information provided by taxpayers participating in this program.
- Do not use the Country-by-Country Report (CbCR) to adjust or fix transfer pricing (Clause c, Article 21, Clause 1): The tax authorities are only permitted to manage and use the CbCR for risk management and information exchange purposes in accordance with Vietnam's international commitments.
Global Minimum Tax Rate (Pillar Two): A New Variable in Transfer Pricing Advisory
The introduction of the Global Minimum Tax Rate (Pillar Two) not only changed the way taxes are calculated but also reshaped the entire transfer pricing advisory strategy of FDI enterprises. To understand the extent of the impact and develop effective response plans, businesses need to conduct in-depth analysis of each core component, from domestic supplementary tax mechanisms to the direct relationship between transfer pricing and the global effective tax rate.
Resolution 107/2023/QH15 and the pressure on FDI enterprises.
The introduction of Resolution No. 107/2023/QH15 (issued on November 29, 2023 and effective from January 1, 2024) has completely changed the game. The domestic minimum tax mechanism (QDMTT) applies to corporations with consolidated global revenue of 750 million Euros or more, with a minimum effective tax rate (ETR) of 15%. Decree 255/2026/ND-CP further refines the definitions of "Supreme Parent Company" and "Tax Agreement" in accordance with the guidelines referencing Resolution 107/2023/QH15. Decree 236/2025/ND-CP (Guidelines for implementing this Resolution), ensuring consistency between regulations on related-party transactions and regulations on global minimum tax rates.
The dialectical relationship between transfer pricing and Pillar Two
Businesses need expert advice to strike a balance between complying with Decree 255/2026/ND-CP and optimizing tax obligations according to Pillar Two. Contact MAN – Master Accountant Network for detailed transfer pricing support and advice, tailored to both domestic law and OECD GLOBE rules. Understanding the challenges businesses face due to constantly changing and updated tax policies, MAN's transfer pricing experts continuously update and research to provide solutions that protect businesses from the risk of double taxation or penalties due to miscalculations.
To help businesses gain a systematic overview and easily identify the most significant changes since July 1, 2026, below is a comparison table between the previous legal framework (Decree 132/2020/ND-CP, Decree 20/2025/ND-CP) and the current Decree 255/2026/ND-CP.
No longer a matter of individual compliance, businesses are now forced to build a comprehensive strategy, connecting domestic data, consolidated reports, and global tax obligations. This requires businesses to consult highly specialized transfer pricing consultants who are knowledgeable and continuously updated on new tax policies to ensure valid documentation, proactively control risks, optimize profit structure, and be prepared to explain themselves in an increasingly data-driven and risk-based tax audit environment.
| Criteria | Before July 1, 2026 | From July 1, 2026 | Impact |
| Legal basis | Decree 132/2020/ND-CP is the original document; Decree 20/2025/ND-CP amends and supplements some of its contents. | Decree 255/2026/ND-CP consolidates and replaces both of the above documents; many contents directly refer to the 2025 Tax Administration Law and Resolution 107/2023/QH15. | Businesses need to review their entire compliance process and transfer pricing advisory services to align with the new regulations. |
| Loan/borrowing relationship with the individual operator | There are no regulations governing the relationship arising from borrowing or lending assets. | Additional information: Borrowing, lending, or lending from 10% (owner's equity contribution) or more to individuals managing or controlling businesses (or related persons) constitutes an affiliated relationship. | Businesses need to further review asset borrowing transactions with individual managers to avoid overlooking related-party relationships. |
| Exemption from preparing Transfer Pricing Documentation. | All four criteria must be met simultaneously: Simple business function No revenue or expenses generated from intangible assets; Revenue below 200 billion VND. Achieve the minimum net profit margin required by the industry. | Raise the revenue threshold to below 500 billion VND; remove the criterion of "simple business function"; but retain the condition regarding the minimum net profit margin according to the sector. | Expanding the scope of low-risk businesses exempt from filing requirements will reduce compliance costs. |
| Control interest costs | EBITDA (30%); excess interest expense can be carried forward to the next period for a maximum of 5 years. | In principle, the 30% EBITDA ceiling remains in place; businesses subject to the transition under Article 3 of Decree 20/2025/ND-CP will continue to apply for the remaining period in accordance with those regulations, even though the original document has expired. | Businesses in transition need to retain records proving their transition eligibility to avoid losing their rights. |
| Comparison database | Data from the 35th to the 75th percentile is permitted; no priority order for data sources has been specified. | Add priority order: Public data; Commercial data Tax authority data Simultaneously, supplement the national database as a reference source. | Businesses need to be transparent about their benchmarking data sources, prioritizing publicly available/commercially licensed data to avoid having their applications rejected. |
| Country-by-Country Reporting (CbCR) | The global consolidated revenue threshold is fixed at VND 18 trillion, based on revenue during the tax period. | Raise the threshold for conversion to the equivalent of 750 million Euros, based on the revenue of the fiscal year immediately preceding the reporting year, converted using the central exchange rate or the December cross-exchange rate published by the State Bank; add Notification Form 01/TB-BCLN, to be submitted only once when the obligation arises for the first time; and use encrypted XML format for submission via the Tax Management Information System. | Businesses subject to the revenue threshold requirement need to update their methods for determining revenue thresholds and the notification submission process using the new form. |
| Using CbCR in tax administration | Do not use CbCR to fix the price of related-party transactions. | To clarify: CbCR is solely for risk management and information exchange in accordance with international commitments; it cannot be used to adjust or fix the price of related-party transactions. | Enhancing transparency and protecting taxpayer rights when providing Certificates of Conformity (CbCR). |
| Tax management model | The explanation is based on the records compiled when an inspection is requested. | Transition to a self-declaration, self-calculation, and self-responsibility model combined with risk-based monitoring; supplement with a voluntary compliance support program (Clause 10, Article 21). | This increases the proactive role of businesses and provides them with additional support channels from tax authorities if they participate in the program voluntarily. |
Details of professional transfer pricing consulting services
To establish a robust tax defense system, businesses need to implement sophisticated technical measures along with support from relevant agencies. related party transaction advisory unit Reputable service in Ho Chi Minh City. Details of the services include:
Establish a standardized three-tiered documentation system.
According to Decree 255/2026/ND-CP, taxpayers are obligated to declare information on related-party relationships and related-party transactions according to Appendices I, II, and III issued with the Decree, submitting them along with the Corporate Income Tax Return, as well as preparing, maintaining, and providing Transfer Pricing Documentation when requested, including:
- Local File: This study focuses on in-depth analysis of transactions at Vietnamese entities according to the content categories in Appendix II. The emphasis is on functional, asset, and risk analysis (FAR Analysis) to demonstrate the reasonableness of retained earnings.
- Global Profile (Master File): Provide a comprehensive overview of the parent company's value chain, intellectual property structure, and internal financial agreements, categorized in Appendix III, ensuring there is no conflict with information in Vietnam.
- Country-by-Country Profit Report (CbCR): This applies to MNEs with consolidated global revenue of the equivalent of €750 million or more (based on revenue in the fiscal year immediately preceding the reporting year), established in accordance with Article 19 and Appendix IV of Decree 255/2026/ND-CP, demonstrating transparency in the allocation of revenue and income tax in each country where business operations are conducted.
Quantitative Comparative Analysis (Benchmarking Study)
This is a key technical tool for determining the market price for related-party transactions:
- Accessing databases according to the new priority order: Decree 255/2026/ND-CP requires priority access to, followed by publicly available data, commercial data from professional platforms such as Orbis (Bureau van Dijk) or Moody's Analytics; and finally, data from tax authorities, while also referencing newly added national databases.
- Screening comparable entities: Applying strict exclusion criteria regarding industry, geographic market, and financial status (no prolonged accumulated losses).
- Adjusting for Differences: Making technical adjusting entries for working capital, inventory, or market risk to bring comparable entities to the same reference level as the business.
Periodic Risk Review and Inspection Support
Proactively identify loopholes before the Tax Authority discovers them, and take advantage of new compliance support mechanisms:
- Review of interest expense: Check compliance with the 30% EBITDA ceiling; for businesses subject to transition under Article 3 of Decree 20/2025/ND-CP, it is necessary to retain documentation proving eligibility for continued transition for the remaining period as per Clause 3, Article 23 of Decree 255/2026/ND-CP.
- Assessing the reasonableness of internal service fees: Demonstrate that corporate management fees and royalty fees genuinely provide economic benefits to the entity in Vietnam.
- Refer to industry profit margins published by the tax authorities: According to the new regulations, the tax authorities are responsible for publishing industry profit margins by sector and geographical area to support businesses in self-declaring and determining transfer pricing based on the arm's length principle; businesses can refer to this data when self-assessing risks.
- Develop a justification script: Prepare strong technical arguments to defend your company's profit margin when facing a tax audit team on-site.
Businesses can refer to the details. related party transaction documentation costs Visit MAN – Master Accountant Network to create a suitable budget plan.
Losing money and getting nothing in return with overly cheap transfer pricing consulting services.
Especially during peak tax filing season, when the pressure to settle taxes increases, many unreliable and unqualified consulting firms have seized the opportunity as deadlines approach. Many "ghost" firms have launched cheap service packages to attract businesses to register and use their services. However, sacrificing the safety of the corporation for a small saving in consulting fees can lead to financial disasters, especially during the transition period to Decree 255/2026/ND-CP when many new regulations require timely updates. Specifically, as follows:
Copying records and a lack of professional quality.
Most low-cost tax filing services do not conduct in-depth analysis of the specific business characteristics of the enterprise (FAR Analysis). Instead, they use pre-made forms and only change the business name, address, etc. This makes the filings unconvincing and lacking transparency, leading to an inability to explain the economic nature of transactions and easily resulting in rejection by tax authorities in the first review round.
The benchmarking data is inaccurate and outdated.
A reputable and standardized transfer pricing advisory service provider will adhere to the database priority order as stipulated in Decree 255/2026/ND-CP, using high-quality and standardized data sources such as Orbis, Moody's, etc.
Low-cost data providers often use junk data, unofficially collected data, or outdated data that doesn't follow the priority order required by new regulations. When tax authorities use the data system for verification, these discrepancies will serve as strong evidence for them to exercise their right to assess taxes.
Lack of updates on the Global Minimum Tax (Pillar Two) and Decree 255/2026/ND-CP
Low-cost services often only go as far as creating basic local files using outdated templates. They completely ignore the impacts of Resolution 107/2023/QH15 as well as the new points of Decree 255/2026/ND-CP, such as lending-borrowing relationships, the threshold for exemption from new filing requirements, or the CbCR threshold based on the 750 million Euro standard. If the transfer pricing documentation is inconsistent with the parent company's Pillar Two report or does not meet the new regulations, the business will face the risk of being subject to additional tax collection in both Vietnam and the parent company's country.
Abandoning customers during the inspection and explanation phase.
The most serious consequence of using unreliable services is the lack of accountability when tax inspectors intervene. These agencies lack the expertise to argue with the inspection team, leaving businesses to face tax collection and late payment penalties amounting to tens of billions of dong alone. A poor-quality transfer pricing consulting report is the "shortest path" to having profits artificially assessed.
Why is MAN – Master Accountant Network a trusted partner?
Among numerous service providers, MAN – Master Accountant Network asserts its position by offering comprehensive transfer pricing advisory solutions, combining practical experience, a modern data technology platform, and the ability to continuously update new regulations such as Decree 255/2026/ND-CP.
A team of highly qualified experts
At MAN, we have a team of experts with over 30 years of experience in the field of Taxation and Finance. This team includes not only Certified Public Accountants (CPAs) but also internationally certified professionals (ACCA) with in-depth knowledge of Vietnamese tax law as well as OECD international practices. This gives MAN a multifaceted perspective, combining technical data analysis with solid legal arguments.
Access to the international copyright database
MAN invests annually to maintain access to global enterprise data systems (such as Orbis, Moody's Analytics), in line with the new data priorities outlined in Decree 255/2026/ND-CP. This is the most important data for conducting standardized benchmarking, ensuring that the selected independent benchmarks are always highly reliable and difficult for the Tax Authority to refute.
Commitment to support throughout the inspection process.
MAN – Master Accountant Network is committed to supporting businesses from the planning and documentation stages to directly participating in explanations before inspection teams. We represent businesses to defend economic and technical arguments, ensuring that the risk of tax assessment is always kept to a minimum.
Conclude
Don't let small mistakes or the wrong choice of consulting firm destroy the corporation's business achievements. Contact MAN – Master Accountant Network Contact us for advice on transfer pricing and assistance in developing a tax strategy for the coming years!
Contact information MAN – Master Accountant Network
- Address: No. 19A, Street 43, Tan Thuan Ward, Ho Chi Minh City
- Mobile/Zalo: 0903 963 163 – 0903 428 622
- E-mail: man@man.net.vn
- Google Business Profile: View MAN – Master Accountant Network's Google Business Profile
- LinkedIn Founder: View expert Le Hoang Tuyen's LinkedIn profile.
Responsible for production and professional content review by: Mr. Le Hoang Tuyen – Founder & CEO of MAN – Master Accountant Network. He is a CPA Vietnam auditor with over 30 years of in-depth experience in accounting, auditing, taxation, and corporate legal consulting.
Frequently Asked Questions about Transfer Pricing Advice
Have the criteria for identifying affiliated parties under Decree 255/2026/ND-CP changed?
Essentially, core criteria such as capital ownership, management rights, or debt guarantees remain unchanged. However, Decree 255/2026/ND-CP adds a related-party relationship arising from borrowing and lending transactions from individuals managing or controlling the business, and also adds an exclusion for creditors/guarantors who are debt resolution organizations owned by the State but do not participate in the management or control of the debtor enterprise.
How can we prove that intercompany service fees are legitimate?
To be eligible for deduction, businesses must demonstrate that the service provides a direct economic benefit and that the fee adheres to market pricing principles. The documentation must include evidence of actual service provision, a transparent cost allocation method, and a FAR (Function, Asset, Risk) analysis based on the information and documentation specified in Appendix II of Decree 255/2026/ND-CP to support its reasonableness.
Which businesses are exempt from preparing Transfer Pricing Documentation under Decree 255/2026/ND-CP?
How do global minimum tax rates affect the transfer pricing strategies of MNEs?
The global minimum tax rate (Pillar Two) creates a minimum effective tax rate of 15%, reducing the incentive to shift profits to low-tax countries. Businesses need to coordinate their transfer pricing documentation (Local File) as per Decree 255/2026/ND-CP and the QDMTT report to ensure that profits allocated in Vietnam are commensurate with actual operations, avoiding additional taxation in both countries.