Circular No. 09/2021/TT-BTC guiding the inspection of accounting service activities

Pursuant to the Accounting Law dated November 20, 2015;

Pursuant to Decree No. 174/2016/NĐ-CP dated December 30, 2016 of the Government detailing certain provisions of the Accounting Law;

Pursuant to Decree No. 87/2017/NĐ-CP dated July 26, 2017, issued by the Government, stipulating the functions, tasks, powers, and organizational structure of the Ministry of Finance;

At the proposal of the Director of the Accounting and Auditing Supervision Department,

The Minister of Finance issues this Circular guiding the inspection of accounting service activities.

PART I

GENERAL PROVISIONS

Article 1. Scope of Regulation

This Circular stipulates the organization and implementation of inspections of accounting service business operations as provided for in Point d Clause 2 Article 71 of the Accounting Law 2015 for accounting service business units and practicing accountants at such business units.

Article 2. Applicability

The objects subject to this Circular include:

1. Business entities that conduct accounting service activities in accordance with the Accounting Law 2015, including:

a) Individual households engaged in accounting services;

b) Enterprises engaged in accounting services;

c) Branches of foreign enterprises engaged in accounting services in Vietnam;

d) Audit firms and branches of foreign audit firms in Vietnam providing accounting services.

2. Practicing accounting service professionals, including:

a) Accountants practicing at accounting service business units;

b) Accountants and auditors practicing at audit firms and branches of foreign audit firms in Vietnam providing accounting services.

3. Organizations engaged in tax processing services providing accounting services to micro-enterprises as prescribed by the Tax Administration Law 2019 and individuals holding accounting certificates working at organizations engaged in tax processing services providing accounting services to micro-enterprises.

4. The leading inspection agency (Ministry of Finance) for accounting service activities (Ministry of Finance), the coordinating inspection agency (professional organizations on accounting), and members of the inspection team for accounting service activities.

5. Other entities, organizations, and individuals related to accounting and accounting service business activities.

Chapter II

SPECIFIC PROVISIONS

Article 3. Subjects of Inspection of Accounting Service Activities

The subjects of inspection of accounting service business activities are those specified in Clauses 1, 2, 3, and 5 of Article 2 of this Circular.

Article 4. Content of Inspection of Accounting Service Activities

1. Inspect compliance with legal regulations on registration, maintenance of practice conditions, and business conditions for accounting service professionals and accounting service business units in Vietnam, including:

a) Registration, maintenance of business conditions for accounting services, and fulfillment of reporting obligations by accounting service business units;

b) Registration, maintenance of practice conditions for accounting services, and fulfillment of reporting obligations by practicing accountants.

Article 5. Forms of Inspection of Accounting Service Activities

The inspection of accounting service activities is carried out through indirect inspection and direct inspection forms. Specifically as follows:

1. Indirect inspection: This involves the leading inspection agency monitoring the compliance of inspected subjects with their reporting obligations and submitting periodic reports to the Ministry of Finance upon request or as prescribed by law.

2. Direct inspection: This involves the leading inspection agency establishing an inspection team to inspect accounting service business operations at accounting service business units. The direct inspection form includes:

2.1. Periodic inspection

Annually, based on the periodic direct inspection deadlines set forth in Article 7 of this Circular, the leading inspection agency develops a plan for direct inspection of accounting service business operations.

2.2. Spot inspection

The leading inspection agency conducts spot inspections of inspected subjects under any of the following circumstances:

a) To verify complaints and reports related to accounting service business operations;

Article 6. Scope and Requirements for Direct Inspection

1. The scope of regular inspection of accounting service business operations includes compliance with laws on registration, maintenance of practice conditions, business conditions for accounting services, and compliance with professional standards, accounting systems, and related accounting laws during the provision of accounting services by the inspected entity. In particular:

a) Documents and files related to the inspection content regarding compliance with laws on registration and maintenance of practice conditions, business conditions for accounting services of the inspected entities include: documents related to registration files, maintenance of practice conditions for accounting services, and business conditions for accounting services of the inspected entity, and other relevant documents related to the inspection content;

b) Files and documents on compliance with professional standards, accounting systems, and related accounting laws during the practice and operation of accounting services of the inspected entity for completed accounting service contracts or completed portions of accounting service contracts from the establishment of the enterprise or from the previous inspection date to the inspection date.

2. The scope of surprise inspections of accounting service business operations is stated in the Inspection Decision.

3. Requirements for the inspection process of accounting service business operations

a) Compliance with accounting law regulations;

b) Ensuring independence and objectivity during the inspection process;

c) Compliance with confidentiality requirements as stipulated by accounting laws and professional standards;

d) Contents of evaluation and conclusions in the Inspection Report must be clearly stated based on the examination, assessment, and professional judgment of the Inspection Team. Conclusions about deficiencies and errors of the inspected entity must be supported by appropriate evidence.

Article 7. Time Limit for Regular Direct Inspection

a) Direct inspection every three years for accounting service businesses that, in the three consecutive years immediately preceding the inspection date, have annual accounting service revenue of 20 billion VND or more on financial statements and at least 100 accounting service clients each year. Accounting service revenue includes revenue from: accounting services; chief accountant services; preparation and presentation of financial statements; and accounting advisory services.

b) Direct inspection at least once every five years for accounting service businesses not falling under the category specified in point a, Clause 1 of this Article.

2. If the conclusion in the Regular Direct Inspection Report of an accounting service business contains professional misconduct or violations of accounting standards and accounting ethics causing serious consequences or having the potential to cause serious consequences, the accounting service business will be re-inspected within one to two years thereafter.

3. An accounting service business that has been subject to a surprise inspection or audit shall not be included in the regular inspection of accounting service business operations in that year.

Article 8. Time for Direct Inspection

1. Periodic inspection of accounting service activities

a) The periodic direct inspection of accounting service business operations shall be conducted in the third or fourth quarter of each year. The Ministry of Finance will notify specifically when there is a change in the inspection time mentioned above;

b) The maximum duration for a periodic direct inspection of accounting service business operations is five working days. If the inspection time needs to be extended due to complex issues, the Head of the Inspection Team shall report to the decision-making authority for consideration and decision.

2. The time for unscheduled inspections of accounting service business operations shall be carried out according to the Inspection Decision.

Article 9. Responsibilities of the Ministry of Finance

1. The Ministry of Finance is the main authority responsible for inspecting accounting service business operations according to the inspection content stipulated in Article 4 of this Circular.

3. Issuing inspection decisions and organizing the implementation of direct inspections at inspected entities.

4. Handling violations discovered through inspections within their authority or referring them to competent authorities for handling according to the law.

6. Organizing exchanges, disseminating, and drawing lessons learned from annual inspections of accounting service business operations for organizations and individuals subject to inspection.

7. Reporting to the competent authority with management functions to handle violations by members of the inspection team according to relevant laws.

Article 10. Responsibilities of Accounting Professional Organizations

1. Appointing staff with experience and appropriate expertise to join the Inspection Team upon request of the Ministry of Finance.

2. Developing guidance materials and organizing the quality inspection of accounting services provided by members according to the Charter of the Accounting Professional Organization.

Article 11. Formation of the Inspection Team

1. The Ministry of Finance establishes the Inspection Team to conduct direct inspections of accounting service business operations.

3. Members of the Inspection Team and the Head of the Inspection Team shall not participate in direct inspections at inspected entities if they fall under any of the following circumstances:

a) They are founding members or investors in the inspected entity;

b) They are members of the Management Board of the inspected entity;

c) They have significant direct or indirect interests with the inspected entity;

d) Their parents, spouse, children, siblings, or half-siblings (of themselves or their spouse) have significant direct or indirect interests with the inspected entity or are members of the Management Board of the inspected entity;

đ) They have previously worked at the inspected entity and left that entity, and the period from the date of leaving to the date of the decision to establish the Inspection Team has not yet reached twenty-four months.

Article 12. Rights and Obligations of the Inspection Team

1. Rights and Obligations of the Inspection Team

a) Selecting inspection files in accordance with the provisions of Article 17 of this Circular;

b) Requesting the inspected entity to provide complete and timely documents, information, and arrange time and personnel for explanations on the contents being inspected;

c) Inspecting, comparing, verifying relevant information both within and outside the inspected entity. Collecting appropriate evidence as a basis for forming the inspection conclusion;

đ) Preparing and signing the Inspection Report;

e) Handing over all inspection files as stipulated in Clause 1, Article 20 of this Circular to the leading inspection agency after completing the inspection;

2. Rights and Obligations of Members of the Inspection Team

a) Signing a written commitment regarding independence and confidentiality with the inspected entity according to the provisions of Appendix II issued together with this Circular, while ensuring compliance with such commitments. Refusing to conduct inspections if deemed unable to ensure independence or sufficient professional capacity;

b) Performing assigned tasks by the Head of the Inspection Team honestly, impartially, truthfully, and without bias, maintaining professional caution. Not transferring duties to others without the consent of the Head of the Inspection Team;

c) Proposing opinions and recommendations within the scope of their assigned inspection tasks. Reporting promptly to the Head of the Inspection Team about any deficiencies or errors discovered through inspections. Drafting Administrative Violation Reports according to the authority prescribed by laws on administrative penalties;

d) Noting their views on the assigned inspection contents in cases where these views differ from the conclusions or recommendations in the Inspection Report;

đ) Signing the Inspection Report and other documents related to their assigned work;

e) Not disclosing information about inspection files and documents except as otherwise provided by law;

g) Adhering to the regulations on inspecting accounting service business activities set forth in this Circular;

3. Rights and Obligations of the Head of the Inspection Team

The Head of the Inspection Team must perform the rights and obligations as prescribed in Clause 2 of this Article and the following rights and obligations:

a) Organizing inspections consistent with the inspection content and subjects;

b) Directing the Inspection Team's work and being responsible to the leading inspection agency for the team's activities. Assigning and coordinating tasks among Inspection Team members to implement the inspection plan. Supervising the performance of assigned tasks by Inspection Team members and serving as the point of contact for exchanging issues discovered during inspections with the inspected entity;

c) Promptly reporting to the leading inspection agency when notified by the inspected entity of an Inspection Team member violating independence or when there are disagreements between the Inspection Team and the inspected entity during the inspection period, or upon request from the leading inspection agency;

d) Proposing measures to address violations discovered through inspections to the leading inspection agency;

đ) Being overall responsible for the honesty and impartiality of the inspection results.

Article 13. Rights and Obligations of the Entity Subject to Direct Inspection

1. Rights of the Entity Subject to Direct Inspection

a) In cases of force majeure or objective reasons, the accounting service business entity may request the leading inspection authority to change the direct inspection time at the entity. The entity must notify the leading inspection authority at least three working days before the planned inspection date. The proposed inspection time must ensure that it is not later than thirty days from the originally scheduled inspection date as previously notified;

b) Notify in writing the leading inspection authority and the Head of the Inspection Team when there is evidence that members of the Inspection Team violate independence;

c) Refuse to provide information or documents unrelated to the inspection content, information classified as state secrets, except where otherwise provided by law;

d) Explain and make recommendations to the leading inspection authority regarding contents with differing opinions in the Inspection Team's conclusion.

2. Obligations of the Entity Subject to Direct Inspection

a) Arrange responsible persons to work with the Inspection Team:

b) Cooperate and facilitate the Inspection Team in performing their inspection tasks, reporting, or providing relevant information about the accounting service business activities to the competent authority upon request;

c) Exchange with the Inspection Team about the situation of the entity and explain, provide fully, promptly, accurately, and truthfully all necessary documents and information related to the inspection content as prescribed or requested by the Inspection Team;

d) Sign the Inspection Record immediately upon completion of the inspection;

đ) Within thirty days from the date of signing the Inspection Record, the inspected entity must notify in writing the leading inspection authority about the results of implementing recommendations to rectify errors, deficiencies, and limitations identified by the Inspection Team during the inspection process.

Article 14. Costs of Inspecting Accounting Service Activities

1. Costs of inspecting accounting service business operations are guaranteed by the state budget according to prescribed regulations.

2. Contents of expenses related to inspecting accounting service business operations include:

a) Travel expenses for individuals participating in the Inspection Team are implemented according to relevant laws;

b) Other actual expenses incurred related to inspecting accounting service business operations are approved by the competent authority according to prescribed regulations.

3. The preparation, implementation, and settlement of expenses for inspection activities of accounting service businesses are carried out according to the State Budget Law and guiding documents of the State Budget Law.

Article 15. Direct inspection process

1. Regular Inspection

The periodic direct inspection process for accounting service business operations is specifically provided in Appendix I attached to this Circular, including four stages as follows:

a) Preparation stage for inspection;

b) Implementation stage of inspection;

c) Completion stage of inspection;

d) Post-inspection stage.

2. Surprise Inspection

The inspection team may apply the periodic inspection procedure stipulated in Clause 1 of this Article to suit the purposes and requirements of each surprise inspection.

Article 16. Inspection guidance materials

Direct periodic inspection guidance materials include:

2. Inspection record of accounting service activities, issued in Appendix IV attached to this Circular.

3. Summary report of inspection results, issued in Appendix V attached to this Circular.

Article 17. Selection of accounting service contract files for inspection of compliance with professional standards, accounting systems, and related accounting laws

2. Accounting service contracts selected for inspection shall include one file proposed by the inspected entity and other contract files randomly chosen by members of the inspection team.

3. Contract files selected for inspection shall only be notified to the inspected entity at the beginning of the inspection. During the inspection period, the inspection team has the right to select any contract file for inspection without prior notice to the accounting service business entity. Selected contract files must fall within the scope of inspection.

Article 18. Inspection conclusions

1. The conclusion of the inspection of accounting service business operations is part of the Inspection Record, based on issues identified through inspection and professional judgments of the inspection team. The inspection conclusion includes:

a) An opinion on the compliance with laws regarding registration, maintenance of practice conditions, and business conditions for accounting services of the inspected entity;

b) An opinion on the compliance with professional standards, accounting systems, and related accounting laws of the inspected entity.

The inspection conclusion serves as the basis for the inspection team to propose to the competent authority to consider and handle any violations (if any) discovered through inspection in accordance with the Accounting Law and the Decree on Administrative Penalties in the Field of Accounting and Independent Auditing.

2. The inspection team's opinion on compliance with laws regarding registration and maintenance of practice conditions, and business conditions for accounting services is based on the results of inspecting relevant files and documents of the inspected entity.

4. If the inspected entity disagrees with the inspection team's opinion, the inspected entity has the right to provide an explanation in the Inspection Record and supply necessary documents and information as a basis for the leading inspection agency to consider and decide, and issue a conclusion on each issue still having differing opinions (if any).

Article 19. Post-inspection Processing

The leading inspection agency is responsible for preparing a Consolidated Report on the results of annual inspections of accounting service business activities. The format of the Consolidated Report on the results of annual inspections of accounting service business activities is provided in Appendix V attached to this Circular.

Article 20. Inspection Files

1. Inspection records include:

a) List of accounting service businesses inspected; List of inspection team members; Inspection Decision; Documents provided by the inspection team and other related materials;

b) Information and documents serving as appropriate evidence forming the basis for conclusions drawn from each inspected entity;

c) Inspection Minutes, Administrative Violation Minutes (if any),

2. Inspection records shall be stored and preserved in accordance with the provisions of the law.

Article 21. Publicizing Inspection Results of Accounting Services

1. The Inspection Minutes of accounting service business operations shall be publicized within the scope of the inspected entities and compiled into the Consolidated Report on Inspection Results.

2. The Consolidated Report on Inspection Results of accounting services will be published on the Ministry of Finance’s electronic information website.

Chapter III

IMPLEMENTATION

Article 22. Implementation organization

1. This Circular takes effect from April 1, 2021.

2. The Quality Control Regulations for Accounting and Auditing Services issued together with Decision No. 32/2007/QĐ-BTC dated May 15, 2007 of the Ministry of Finance shall cease to be effective from the date this Circular takes effect.

3. The Director of the Department of Accounting and Auditing Supervision, the Head of the Ministry's Office, the Chairman of the Vietnam Association of Accountants and Auditors, accounting service business units, practicing accountants, and other relevant organizations and individuals are responsible for implementing this Circular.

4. In case of difficulties during implementation, please report to the Ministry of Finance for study and resolution./.

ANNEX I

(Issued together with Circular No. 09/2021/TT-BTC dated January 25, 2021 of the Minister of Finance)

DIRECT INSPECTION PROCEDURE

I. Preparation Stage

1. Selection of Accounting Service Business Units for Inspection

Annually, the Ministry of Finance selects a list of accounting service business units to be directly inspected based on the inspection deadlines stipulated at Article 7 of this Circular and publishes it on the Ministry of Finance’s electronic information website.

2. Formation of Inspection Teams

The Ministry of Finance establishes direct inspection teams and appoints Team Leaders, ensuring independence, objectivity, and suitability to the qualifications and capabilities of each team member to achieve the inspection objectives and content.

3. Notification to Accounting Service Business Units for Inspection

The Ministry of Finance notifies each accounting service business unit subject to inspection in writing about the inspection plan for accounting services at least ten working days before the start of the inspection. The notification must include the purpose, requirements, content, scope, time frame, and list of documents that the inspected accounting service business unit must prepare.

In cases of force majeure or objective reasons, changes to the direct inspection schedule at the accounting service business unit shall be carried out according to the provisions at point a, Clause 1, Article 13 of this Circular.

II. Implementation Stage

1. Step 1: The Inspection Team Works with the Inspected Entity

a) The Team Leader announces the Inspection Decision of the leading inspection agency regarding the direct inspection of accounting service business operations;

b) Request the inspected entity to arrange personnel with appropriate functions and authority to cooperate with the Inspection Team;

c) Representatives of the inspected entity report on organizational structure, operational status, and service provision procedures for clients;

d) Sign the "Commitment to Independence and Confidentiality of Inspection Team Members" according to the model provided atattached to this Circular, witnessed by the inspected entity;đ) The inspected entity provides requested documents and materials to the Inspection Team. Seal Registration Certificate 2. Step 2: Conducting Inspections According to the Inspection Decision.

2.1. Inspect compliance with laws governing practice and business of accounting services and related accounting laws, including procedures such as:

a) Reviewing and checking documents related to registration and business operation of accounting services of the inspected entity;

b) Checking documents ensuring maintenance of practice and business conditions for accounting services of the inspected entity;

c) Reviewing and checking documents on compliance with reporting obligations of the inspected entity as required by law;

d) Checking documents on compliance with obligations to pay fees for issuance and reissuance of certificates for accounting service practice and business conditions of the inspected entity;

đ) Assess the degree of compliance with laws governing practice and business of accounting services of the inspected entity.

2.2. Inspect compliance with professional standards, accounting systems, and related accounting laws, including procedures such as:

a) Selecting documents related to accounting service contracts for inspection according to the provisions at

2.2. Examination of compliance with professional standards, accounting systems, and related accounting laws, including procedures such as:

a) Selecting relevant files pertaining to accounting service contracts for examination in accordance with the provisions at Article 17 of this Circular;

b) Review documents and materials to examine the procedures and processes for providing accounting services of the entity being inspected in accordance with professional standards, accounting regulations, and relevant accounting laws;

c) Conduct reviews, inspections, and collect appropriate evidence to assess and evaluate the compliance with professional standards, accounting regulations, and relevant accounting laws of the entity being inspected based on the evaluation criteria guidelines provided at; Appendix III attached hereto;

d) Evaluate the compliance with professional standards, accounting regulations, and relevant accounting laws of each inspected file.

III. The final stage of inspection

1. Upon completion of the direct inspection, the Inspection Team must draft the Inspection Report, discuss the draft Inspection Report with the legal representative of the inspected entity. After approving the Inspection Report, the legal representative of the inspected entity, the Head of the Inspection Team, and other members of the Inspection Team shall sign the Inspection Report immediately after the end of the inspection. If the inspected entity has contents that are not in agreement with the opinions of the Inspection Team's assessment or conclusions, the inspected entity shall clearly record such disagreements in the Inspection Report.

In case the inspected entity is found to have committed administrative violations, the Inspection Team must prepare and submit the Administrative Violation Report along with related documents and files to the competent authority for administrative penalties according to the law.

2. The Inspection Report on the business operation of accounting services includes the following contents:

a) Time and place of inspection, inspected entity, composition of the inspection team, purpose, scope of inspection, and any limitations of inspection (if applicable);

b) A general description of the inspected enterprise and the common characteristics of the inspection;

c) A brief description of the process of inspecting the business operation of accounting services at the inspected entity;

d) Inspection results include:

(i) Description and opinion on the compliance with legal provisions regarding practice and business operations of accounting services;

(ii) Description and opinion on the compliance with professional standards, accounting regulations, and relevant accounting laws;

(iii) Clearly state the reasons and basis for concluding the inspection opinion on the business operation of accounting services of the inspected entity;

(iv) Description of significant deficiencies, systemic issues, and recommendations for corrective measures (if applicable).

IV. Post-inspection Stage

1. Address any remaining disputes over the inspection results (if any).

2. The leading agency conducting the inspection shall prepare and publicly disclose the Summary Report of the Inspection Results in accordance with this Circular.

ANNEX II

(Issued together with Circular No. 09/2021/TT-BTC dated January 25, 2021 of the Minister of Finance)

COMMITMENT REGARDING INDEPENDENCE AND CONFIDENTIALITY
OF THE INSPECTION TEAM MEMBERS

To: Ministry of Finance (Department of Accounting and Auditing Supervision)

My name is: …

Working at: …

As a member of the Inspection Team for the business operation of accounting services at (name of the inspected entity)

.........................................................................................................................................

I hereby confirm that during the time performing the inspection at the aforementioned inspected entity, I am completely independent from the inspected entity.

I have read and agree with the principles of independence and confidentiality stipulated in Circular No. 09/2021/TT-BTC of the Ministry of Finance dated January 25, 2021, guiding the inspection of accounting service activities; professional standards; laws and related regulations.

I commit that:

1. Not being a founding member or capital contributor to the inspected entity or a member of the Board of Directors of the inspected entity or having a significant direct or indirect interest relationship with the inspected entity;

2. Not having my father, mother, wife, husband, children, brothers, sisters, or half-siblings (or those of my wife or husband) having a significant direct or indirect interest relationship with the inspected entity or being a member of the Board of Directors of the inspected entity;

3. Not belonging to individuals who have previously worked at the inspected entity and left that entity, where the period from the date of leaving to the date of the decision to establish the Inspection Team has not yet reached twenty-four months;

4. I ensure compliance with the commitments signed and fully bear responsibility for the above commitments./.