Thông tư 202/2012/TT-BTC

CIRCULAR

ON INSTRUCTION FOR REGISTRATION, MANAGEMENT AND PUBLICATION OF LIST OF AUDITORS PRACTICING AUDIT

Based on the Law on Independent Audit No.67/2011/QH12 dated March 29, 2011;

Pursuant to the Decree No.17/2012/ND-CP dated 13/3/2012 of the Government detailing and guiding a number of Articles of the Law on Independent Audit;

Pursuant to the Decree No. 118/2008/ND-CP dated 27/11/2008 of the Government defining the functions, tasks, powers and organizational structure of the Ministry of Finance;

At the request of the Director of Department of Accounting and Auditing Regulations,

Minister of Finance issues Circular to guide the registration, management and publication of list of auditors practicing audit.

Chapter I

GENERAL PROVISIONS

Article 1. Scope of regulation

This Circular regulates the registration, management and publication of list of auditors practicing audit as prescribed at Point i, Clause 2, Article 11 of the Law on Independent Audit.

Article 2. Application subjects

1. Auditors registering the practice in the auditing firms, foreign auditing enterprises’ branches in Vietnam.

2. Auditing enterprises, foreign auditing enterprises’ branches in Vietnam (hereinafter referred to as the auditing enterprises).

3. Organizations and individuals related to the registration, management and publication of list of auditors practicing audit.

Chapter II

SPECIFIC PROVISIONS

Section 1. RECORDS, ORDER FOR REGISTRATION OF AUDITING PRACTICE

Article 3. Registration of practicing audit

1. Conditions for registration of practicing audit:

a) As auditor;

b) With real-time working as an auditor from the thirty-six (36) months or more in accordance with provisions in Clause 4 of this Article;

c) Having enough time to update the knowledge as prescribed by the Ministry of Finance.

2. Auditors meeting the provisions of Clause 1 of this Article and having labor contract of working full-time in the auditing enterprises in accordance with provisions in Clause 3 of this Article shall be registered for practicing audit.

3. Auditors are considered as having labor contracts working full-time in auditing enterprises as:

a) Labor contracts signed between the auditors and auditing enterprises must ensure the elements in accordance with provisions of the Labor Code;

b) Working time specified in the contract and the actual time of working daily, weekly of auditors must ensure correctly and in accordance with time of working daily, weekly of auditing enterprises where auditors registered to practice;

For example: working time of auditing enterprises from 08h00 - 17h00 and 06 days/weeks, the auditors have to work full time from 08h00 to 17h00 daily and 06 days/weeks excluding overtime, weekends, holidays.

c) Not at the same time working as the legal representative, Director (General Director), chairman of the board of management, chairman of the Council of members, the chief accountant (or in charge of accounting), accountants, internal auditors or other positions in the other units, organizations in real-time of working daily, weekly in the auditing enterprises as prescribed at Point b of this Clause.

4. Identification of real-time working as an auditor:

a) The actual time working as auditor is counted as the time working as an auditor in an auditing enterprise under labor contract of working full-time;

b) The actual time working as an auditor is counted accumulation within the period since being granted BA degree to the time of applying for certificate of registration to practice audit in accordance with the principle of full month;

c) The actual time working as an auditor must be certified by the legal representative or authorized person of the legal representative of the auditing enterprise where the auditor has actually worked. If the auditing enterprise where the auditor worked has been dissolved, declared bankruptcy, divided, separated, merged, consolidated, converted form of ownership, they must be certified by the legal representative of the auditing enterprise in accordance with the time that the auditor has worked in the auditing enterprise. Where the legal representative of the auditing enterprise at that time no longer operates in the field of independent audit, there must be a written explanation together with documents to prove the real-time working as an auditor such as copy of social insurance book, copy of the labor contract.

Article 4. Records of registration for practicing audit

1. An application for a certificate of registration for practicing audit in the form prescribed in Appendix No.01/DKHN issued together with this Circular.

2. A copy of the full time labor contract in auditing enterprise.

3. A written confirmation of the actual time of working as an auditor in the form prescribed in Appendix No.04/DKHN issued together with this Circular or the documents evidencing real-time working as an auditor or a written explanation accompanying documents evidencing real-time working as an auditor (except for the cases provided for in Article 16 of this Circular).

4. The personal information in the form prescribed in Appendix No.05/DKHN issued together with this Circular.

5. Criminal record issued by the competent authority within a period not exceeding six (06) months prior to the date of filing the registration for audit practice.

6. Copy of Certificate of auditor.

7. Two color photos 3x4cm taken on a white background in a period not exceeding six (06) months prior to the date of filing the registration for audit practice.

8. A copy of the decision to resign or the decision to terminate the labor contract at the working place before working for the auditing enterprise.

9. A copy of work permit in Vietnam of foreign auditor except for the Vietnamese labor law’s regulation of not requiring work permit.

10. Documents proving time of updating knowledge of auditor in the international professional organization of accounting and auditing for the case counting time of updating knowledge.

Article 5. The order of registration for audit practice

1. Auditors must make 01 set of dossier in accordance with provisions of Article 4 of this Circular and submit to the Ministry of Finance through the auditing enterprise. Degrees and certificates if in a foreign language must be translated in Vietnamese and notarized or certified by the competent authority as prescribed by law. Auditors must take responsibility for the information declared in the registration dossier for audit practice. Auditing enterprise and other organizations, individuals related to the certification of the information in the registration dossier for audit practice of auditors must take joint responsibility for the truthfulness of the information certified.

2. The legal representative of the auditing enterprise shall consider, review dossier to ensure that the auditors must be eligible for registration to practice in their organization and shall sign to certify on the application for registration to practice of each auditor.

3. Auditing enterprises request the Ministry of Finance to issue certificate of registration for audit practice for the auditors registered to practice in their units in the form prescribed in Appendix No.06/DKHN issued together with this Circular and the practice registration dossier of each auditor. Dossier shall be submitted in person or sent by post to the Ministry of Finance.

4. Where it is necessary to clarify the information in the practice registration dossiers, the Ministry of Finance may request the auditors or auditing enterprise to explain or provide documentation (social insurance books, documents) for the inspection, comparison, verification of work history and other information in the registration dossier for audit practice. Where auditors do not supplement explaining documents or explaining documents do not prove truly, sufficiently information in the registration dossier for audit practice, the Ministry of Finance has the right to refuse registration dossier for audit practice. In case of refusal, the Ministry of Finance shall answer in writing, stating clearly the reasons.

5. Within 15 days from the date of receipt of eligible and valid dossier, the Ministry of Finance shall consider and issue registration certificate for audit practice in accordance with provisions. Date of issuance of certificate of audit practice registration shall not be earlier than the effective date of the labor contract of auditor working full time in auditing enterprise.

Section 2. ISSUANCE, RE-ISSUANCE, REVOCATION OF CERTIFICATE OF AUDIT PRACTICE REGISTRATION

Article 6. Certificate of registration for audit practice

1. Certificate of registration for audit practice includes the following basic contents:

a) Full name, year of birth, hometown or nationality, photos of the person who is issued certificate of registration for audit practice;

b) Number and issuance date of the auditor's certificate

c) Name of the auditing enterprise where the auditor registered to work as practitioner;

d) Number of Certificate of registration for audit practice;

đ) The term of Certificate of registration for audit practice.

2. Certificate of registration for audit practice has a maximum term of 5 years (60 months) but not more than the day of 31/12 of the fifth year since the effective year of the certificate of registration for audit practice.

3. Form of certificate of registration for audit practice is prescribed in Appendix No.07/DKHN issued together with this Circular.

Article 7. Issuance and use of Certificate of registration for audit practice

1. Practicing auditor meeting the provisions of Article 3, submit a complete dossier as provided for in Article 4, in accordance with the order prescribed in Article 5 of this Circular and pays the full fees shall be considered to issue certificate of registration for audit practice by the Ministry of Finance.

2. Only the practicing auditors issued certificates of registration to practice audit may sign names on the audit reports and the reports on the result of review.

3. Practicing auditors must specify the number of certificates of registration to practice audit on the the audit reports and the reports on the result of review.

4. Practicing auditors may not sign the audit reports and the reports on the result of review when the certificates of registration for audit practice expired or are no longer valid.

Article 8. Expired or no-longer-valid Certificate of registration for audit practice

1. Certificate of registration for audit practice is expired or no longer valid in the following cases:

a) Certificate of registration for audit practice expires;

b) Certificate of registration for audit practice is revoked;

c) During the period of being suspened to practice audit of auditor;

d) Practicing auditor no longer works and terminates labor contract working full-time in the auditing enterprise stated on the certificate of registration for audit practice;

đ) Labor contract working full-time in the auditing enterprise expires or is terminated or has changed resulting no longer to guarantee that it is the labor contract working full-time as specified in Clause 3 Article 3 of this Circular;

e) Work permit in Vietnam of practicing auditor as foreigner expires or is no longer valid;

g) Practicing auditors do not continue audit practice;

h) Auditing enterprise is terminated its operation, dissolved, declared bankruptcy, divided, separated, merged, consolidated or converted the form of ownership;

i) Practicing auditor is imprisoned by the court's judgement;

k) Other cases prescribed by law.

2. Practicing auditors will be deleted from the list of auditors registered to practice in the auditing enterprise within 15 days from the date the certificate of registration for audit practice expires or is no longer valid.

Article 9. Re-issuance of certificate of registration for audit practice

1. Certificate of registration for audit practice is re-issued in the following cases:

a) Certificate of registration for audit practice expires;

b) Certificate of registration for audit practice is lost;

c) Certificate of registration for audit practice is damaged.

2. Where the certificate of registration for audit practice expires, if practicing auditor wishes to continue practicing audit, then file dossier to request for re-issuance of audit practice registration certificate. The time limit for filing dossier to request for re-issuance is at least 60 days before the expiration date of the certificate of registration for audit practice.

3. Dossier to request for re-issuance of the certificate of registration for audit practice for the case of expiration of the certificate of registration for audit practice includes:

a) An application for re-issuance of audit practice registration certificate in the form prescribed in Appendix No.02/DKHN issued together with this Circular;

b) 02 color images of 3x4cm posted on a white background in a period of not exceeding six (06) months prior to the date of filing dossier to register for audit practice;

c) The documents referred to in Clauses 2, 4, 8, 9, Article 4 of this Circular if there is any changes from the latest practice registration.

4. Dossier requesting for re-issuance of audit practice registration certificate in case the certificate of registration for audit practice is lost, damaged includes:

a) An application for re-issuance of audit practice registration certificate in the form prescribed in Appendix No.02/DKHN issued together with this Circular;

b) 02 color images of 3x4cm posted on a white background in a period of not exceeding six (06) months prior to the date of filing dossier to register for audit practice;

c) The former certificate of registration for audit practice in the case it is damaged.

5. Ministry of Finance shall consider and re-issue audit practice registration certificate to practicing auditor within 15 days from the date of receipt of valid dossier and practicing auditor must ensure eligibility and make payment for all fees and in accordance with order according to provisions of Article 5 of this Circular. In case of refusal, the Ministry of Finance shall reply in writing, stating clearly the reasons.

6. The term of the issued certificate of registration for audit practice in the case specified in Clause 1 of this Article is the time limit specified in Clause 2 of Article 6 of this Circular; for the case specified at Point b and c, Clause 1 of this Article, it is the term of the certificate lost, damaged.

Article 10. Adjustment of certificate of registration for audit practice

1. Certificate of registration for practicing audit is adjusted when the auditor changes the place of registration for practicing audit and the audit practice registration certificate issued is still valid.

2. Dossier requesting for adjustment of the audit practice registration certificate includes:

a) An application for adjustment of the certificate of registration to practice audit in the form prescribed in Appendix No.03/DKHN issued together with this Circular;

b) 02 color images of 3x4cm posted on a white background in a period of not exceeding six (06) months prior to the date of filing dossier to register for audit practice;

c) The documents specified in Clause 2, Clause 8, Clause 9, Article 4 of this Circular;

d) The documents specified in Clause 4 of Article 4 of this Circular, if there is any changes compared to the latest practice registration;

đ) The former certificate of registration for audit practice unless it is returned as expired or no longer valid under the provisions in Clause 4 of Article 14 of this Circular.

3. Ministry of Finance shall consider and re-issue audit practice registration certificate to practicing auditor within 15 days from the date of receipt of valid dossier and practicing auditor must ensure eligibility and make payment for all fees and in accordance with order according to provisions of Article 5 of this Circular. In case of refusal, the Ministry of Finance shall reply in writing, stating clearly the reasons.

4. The term of the adjusted certificate of registration to practice audit is the term of the former certificate of registration to practice audit.

Section 3. MANAGEMENT AND PUBLICATION OF LIST OF AUDITORS TO PRACTICE AUDIT

Article 11. Publication of information on practicing auditors

1. Ministry of Finance updates regularly and publicly on the website of the Ministry of Finance the following information:

a) List of practicing auditors in each auditing enterprise;

b) List of practicing auditors suspended the audit practice;

c) List of practicing auditors revoked certificate of registration for audit practice;

d) List of practicing auditors with expired or no-longer-valid certificates of registration to practice audit.

2. The Ministry of Finance will add names of practicing auditors in the publication list of auditors registered to practice audit in each auditing enterprise within 15 days from the date the certificate of registration for audit practice issued, re-issued, adjusted or deleted the names of practicing auditors from the publication list of auditors registered to practice audit in each auditing enterprise within 15 days from the date the certificate of registration for audit practice expires or no longer valid.

Article 12. Suspension of audit practice

1. Practicing auditors are suspended the audit practice under the provisions of law in the following cases:

a) There are serious violations of professional or serious violations of auditing standards, professional ethic standards in accounting and auditing;

b) Failing to comply with the provisions of the competent authority on the examination and inspection related to activity of audit practice;

c) Being sanctioned administrative violation of independent audit activity twice within thirty-six (36) consecutive months;

d) Practicing auditors do not have enough hours to update annually knowledge as prescribed by the Ministry of Finance;

đ) Practicing auditors fail to perform responsibilities of practicing auditors specified in Article 14 of this Circular;

e) Other cases as prescribed by law.

2. The Ministry of Finance has authority to suspend the audit practice and sends the decision to the suspended person, auditing enterprise where such person registered for practice.

3. During the period of being suspened the audit practice, practicing auditors may not continue to sign the audit report and report on the result of the review. Upon the expiration of the suspension of the audit practice:

a) If practicing auditors meet the provisions of Article 3 of this Circular and the certificate of registration to practice audit issued is still valid, they shall be continued to practice audit. The Ministry of Finance will add names of practicing auditors in the publication list of auditors registered for practice in the auditing enterprise within 15 days from the expiry of the suspension of the audit practice;

b) Practicing auditors meet the provisions of Article 3 of this Circular but the certificate of registration to practice audit expires, then conduct procedures for re-issuance of the certificate of registration for audit practice. Dossier for re-issuance of the certificate of registration for audit practice shall comply with those prescribed in Clause 3, Article 9 of this Circular;

c) Practicing auditors who have certificates of registration for audit practice are still valid but no longer satisfy the provisions of Article 3 hereof shall not be continued practicing audit.

Article 13. Revocation of certificate of registration for audit practice

1. Practicing auditors are revoked certificates of registration for audit practice in the following cases:

a) Being fraud, faking registration dossier for practice to qualify for issuance of certificate of registration for audit practice;

b) Being suspended audit practice twice in thirty-six (36) consecutive months;

c) Being convicted by a valid judgment of the Court;

d) Being revoked auditor's certificate;

đ) Other cases as prescribed by law.

2. The Ministry of Finance is competent to revoke registration certificate for audit practice and sends the decision to the persons who are revoked certificates, auditing enterprises where they registered for audit practice.

3. The persons who are revoked certificates of registration for audit practice may not continue to sign in the audit reports and reports on the result of the review and shall return the certificates of registration to practice audit to the Ministry of Finance in accordance with provisions in Clause 4 of Article 14 of this Circular.

4. The persons who are revoked certificates of registration for audit practice may not request for re-issuance of certificates of registration for audit practice within twelve months from the effective date of decision on revocation. Dossier requesting for re-issuance of certificates of registration for audit practice is prescribed in Clause 3, Article 9 of this Circular.

Article 14. Responsibilities of practicing auditors

1. No later than the day of 31/8 of each year, the practicing auditors must send the reports to maintain the annual audit practice conditions to the Ministry of Finance through the auditing enterprise in the form prescribed in Appendix No.10/DKHN issued together with this Circular.

2. Send Notice in writing to the Ministry of Finance within 15 days from the date that the certificate of registration for audit practice has expired or was no longer valid for the cases specified at Point d, đ, e, h Clause 1, Article 8 of this Circular in the form prescribed in Appendix No.08/DKHN issued together with this Circular.

3. Send letter to the auditing enterprise on the discontinuity to practice audit as prescribed at Point g, Clause 1, Article 8 of this Circular no later than 15 days before the date of discontinuity to practice audit.

4. Return the former certificate of registration for audit practice to the Ministry of Finance through the auditing enterprise no later than 15 days from the date the certificate has expired or was no longer valid for the cases specified at Point b, d, đ, e, g, h, Clause 1, Article 8 of this Circular, unless the certificate of registration for audit practice has been filed in the dossier requesting for adjusting the certificate of registration for audit practice.

5. Send written Notice to the Ministry of Finance when being sanctioned for administrative violations in the field of audit no later than 15 days from the effective date of the sanctioning decision.

6. Do not use the certificate of registration for audit practice that has expired or was no longer valid in the audit activities.

7. Auditors who are registering for practice in the auditing enterprise, but at the same time keeping position as the legal representative, director (deputy director), chairman of the board of management, chairman of the Council of members, the chief accountant ( or in charge of accounting), accountant, internal auditor or other positions in the other units, organizations, the practicing auditors must notify in writing to the Ministry of Finance within 15 days from the date starting or stopping the participation in the works or having changes in working time, titles in the units.

8. Provide information periodically or irregularly related to their audit practice activities at the request of the Ministry of Finance.

9. Comply with the regulations on inspection, examination of the registration for audit practice of the Ministry of Finance.

10. Other responsibilities as prescribed by law

Article 15. The responsibilities of auditing enterprises and the legal representatives of the auditing enterprises

1. To manage auditors registering to practice audit in their units.

2. The legal representatives of the auditing enterprises shall have to consider, review and sign to certify in the registration documents for audit practice and Report on maintaining the condition of the annual practice of the auditors registering in their units.

3. To sum up the situation of maintaining the annual audit practice conditions of the auditors registering to practice in their units by the prescribed form in Appendix No.11/DKHN issued together with this Circular attached with the report to maintain the annual audit practice conditions of each auditor and send to the Ministry of Finance no later than the day of 31/8 every year.

4. To send written Notice to the Ministry of Finance no later than 15 days from the date that the certificate expires or no longer valid for the cases specified at Points d, đ, e, g, h, i, Clause 1 Article 8 of this Circular.

5. To return the former certificate of registration for audit practice to the Ministry of Finance no later than 30 days from the date that the certificate of registration for audit practice expires or no longer valid for the cases specified at Points b, d, đ, e, g, h, i, Clause 1, Article 8 of this Circular.

6. To send written Notice to the Ministry of Finance no later than 15 days from the date there is any change of the list of practicing auditors registered with the Ministry of Finance, including the change between the headquarter and the branches or between the branches of the auditing enterprises by the form prescribed in Appendix No.09/DKHN issued together with this Circular.

7. Where the certificate of registration for audit practice is still valid but the full-time labor contract of practicing audit in the auditing enterprise was expired and the practicing auditor still continues to practice in the auditing enterprise, it must continue to sign new labor contract or renew the labor contract. Auditing enterprise must send a copy of the new labor contract to the Ministry of Finance within ten (10) working days prior to the contract’s expiration.

8. When there is a change in working time stipulated in the full-time labor contract in the registration dossier for auditor's audit practice, auditing enterprise shall notify in writing to the Ministry of Finance accompanied by a copy of the new labor contract signed with the auditor within 15 days after the change.

9. Auditing enterprises are not used certificates of registration for audit practice of the practicing auditors who have moved from their units or the certificates which have expired or was no longer valid in the auditing activities.

10. Other responsibilities as prescribed by law.

Chapter III

IMPLEMENTATION PROVISIONS

Article 16. Transitional provisions

Within three years from the effective date of the Law on Independent Audit, those who were issued certificate of auditor before 01/01/2012 are registered to practice under the provisions of this Circular without necessity to ensure the conditions for real-time working as auditor as prescribed at Point b, Clause 1, Article 3 of this Circular.

Article 17. Effect

1. This Circular takes effect from 3/01/2013.

2. Auditors registered to practice for the year 2013 before 3/01/2013 are signed in the audit report and report on the result of the review to the end of the day of 06/30/2013.

3. From 07/01/2013 onwards, only the practicing auditors issued certificates of registration for practicing audit in accordance with the provisions of this Circular may sign audit reports and reports on the results of the review.

4. The regulations on registration to practice audit of auditors and management of practicing auditors as prescribed in the Circular No. 64/2004/TT-BTC dated 06/29/2004 guiding the implementation of some Articles of the Decree No. 105/2004/ND-CP dated 3/30/2004 of the Government on Independent Audit shall expire from the effective date of this Circular.

Article 18. Implementatoion Organization

Director of Department of the Regime of accounting and auditing, auditing enterprises and practicing auditors and relevant organizations and individuals shall implement this Circular./.