{"id":2139,"date":"2025-09-30T00:44:51","date_gmt":"2025-09-30T07:44:51","guid":{"rendered":"https:\/\/giaodichlienket.man.net.vn\/?p=2139"},"modified":"2025-10-13T03:23:51","modified_gmt":"2025-10-13T10:23:51","slug":"moi-quan-he-lien-ket","status":"publish","type":"post","link":"https:\/\/giaodichlienket.man.net.vn\/en\/moi-quan-he-lien-ket\/","title":{"rendered":"Determining affiliated relationships according to Decree 132\/2020\/ND-CP: The key to effective transaction management and anti-transfer pricing"},"content":{"rendered":"

Pursuant to Clause 2, Article 5 Decree 132\/2020\/ND-CP<\/a>, if an enterprise falls into one of the following cases, it is considered to have an affiliated relationship in an affiliated transaction. The table below will summarize in detail the criteria for forming an affiliated relationship.<\/span><\/p>\n

Board:<\/b> Summary of criteria for determining linkage relationships<\/span><\/p>\n\n\n\n\n\n\n\n\n\n\n\n\n\n\n
Numerical order<\/b><\/td>\nAffiliated Parties<\/b><\/td>\n<\/tr>\n
1<\/span><\/td>\n01 enterprise directly or indirectly holds at least 25% of the capital contribution of the owner of the other enterprise.<\/span><\/td>\n<\/tr>\n
2<\/span><\/td>\nBoth enterprises have at least 25% of owner's equity held directly or indirectly by third parties.<\/span><\/td>\n<\/tr>\n
3<\/span><\/td>\n01 enterprise is the largest shareholder in terms of owner's equity and directly or indirectly holds at least 10% of the total shares of the other enterprise.<\/span><\/td>\n<\/tr>\n
4<\/span><\/td>\n01 enterprise guarantees or lends capital to another enterprise in any form (including loans from third parties guaranteed by the financial resources of the associated party and financial transactions of similar nature) with the condition that the loan amount is at least equal to 25% of contributed capital over 50% of the total value of medium and long-term debts of the borrowing enterprise.<\/span><\/p>\n

Medium term: Over 01 year \u2013 05 years.<\/span><\/p>\n

Long term: Over 05 years<\/span><\/td>\n<\/tr>\n

5<\/span><\/td>\nOne enterprise appoints a member of the executive board or controlling authority of another enterprise, provided that the number of members appointed by the first enterprise accounts for more than 50% of the total number of members of the executive board or controlling authority of the second enterprise; or a member appointed by the first enterprise has the right to decide on the financial policies or business operations of the second enterprise.<\/span><\/td>\n<\/tr>\n
6<\/span><\/td>\n02 enterprises have more than 50% members of the board of directors or have 01 member of the board of directors with the right to decide on financial policies or business operations appointed by a third party.<\/span><\/td>\n<\/tr>\n
7\u00a0<\/span><\/td>\n02 Enterprises are operated or controlled in terms of personnel, finance and business activities by individuals in one of the following relationships: husband and wife; biological parents, adoptive parents, step-parents, step-mothers, parents-in-law; biological children, adopted children, step-children of the wife or husband, daughter-in-law, son-in-law; full siblings, half-siblings, half-siblings; brother-in-law, brother-in-law, sister-in-law of the same parents or half-siblings, paternal grandparents, maternal grandparents; paternal grandchildren, maternal grandchildren; paternal aunts, paternal uncles, paternal uncles, paternal uncles and paternal nieces and nephews.<\/span><\/td>\n<\/tr>\n
8\u00a0<\/span><\/td>\n02 business establishments have a head office and permanent establishment relationship or are both permanent establishments of foreign organizations or individuals.\u00a0<\/span><\/td>\n<\/tr>\n
9<\/span><\/td>\nOne or more enterprises are controlled by one individual through the capital contribution of this individual to that enterprise, or directly participating in the operation of the enterprise.<\/span><\/td>\n<\/tr>\n
10<\/span><\/td>\nOther cases in which the enterprise is subject to the management, control and decision-making in practice regarding the production and business activities of the other enterprise.<\/span><\/td>\n<\/tr>\n
11<\/span><\/td>\nThe enterprise has transactions of transferring or receiving the transfer of at least 251 TP3T of capital contributions of the enterprise's owner during the tax period; borrowing or lending at least 101 TP3T of capital contributions of the owner at the time of the transaction during the tax period with the individual operating or controlling the enterprise, or with an individual in one of the related relationships as prescribed in point "7" of this clause.<\/span><\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n

The above criteria show that the affiliated relationship does not only arise from the capital contribution ratio but also appears through many other factors such as management, operation, borrowing - lending (medium and long term) or business dependence. Enterprises need to regularly review according to these criteria to promptly identify, declare and prepare affiliated transaction records in accordance with regulations, thereby limiting tax risks and improving transparency in governance.<\/span><\/p>\n

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