A special purpose audit in Vietnam is an audit or agreed-upon procedures engagement prepared for a specific user and purpose, such as a bank loan, a tender, a capital contribution or the sale and purchase of a business. If you run an Australian, New Zealand or Singapore company with a subsidiary or assets in Vietnam, a lender, joint-venture partner or buyer may ask you for this type of report. This guide explains how a special purpose audit differs from an annual audit, when it is needed, what documents to prepare and how the work is organised.
What is a special purpose audit?
A special purpose audit usually means a financial statement audit where the report is prepared under a framework set by the intended user, rather than a general framework for all shareholders. The auditor issues an opinion, but the report is restricted to the named purpose and the named user. The second option is an agreed-upon procedures (AUP) engagement. The auditor performs a list of procedures agreed in advance with the requesting party and reports the factual findings. There is no overall audit opinion, so the user draws its own conclusions.
Readers from Australia, New Zealand and Singapore will recognise the same distinction between a full audit and an agreed-upon procedures engagement, although the rules and terminology differ between countries. The right choice depends on what the lender or counterparty will actually rely on. If they need assurance over the whole financial position, a special purpose audit is usually required. If they only need specific balances checked, an AUP engagement may be enough.
When do businesses need one in Vietnam?
- Bank loans: lenders often ask for audited or reviewed financial statements, plus schedules of collateral and key financial ratios. Requirements vary by bank and by loan size.
- Tenders and major contracts: the tender authority may ask for evidence of revenue, financial capacity or outstanding liabilities over a defined period.
- M&A, capital contributions and restructuring: a buyer or joint-venture partner may request a financial due diligence report before signing. Where the deal involves assets contributed as capital, the asset valuation is a separate exercise. See our guide to asset valuation for capital contributions.
Legal framework and general principles
Independent audits in Vietnam are governed by the Law on Independent Audit and guidance issued by the Ministry of Finance, together with Vietnamese auditing standards. For a special purpose engagement, the key principle is that the scope, the reporting framework and the intended users must be written into the engagement letter. The report should state its purpose and restrict its use, so that a third party cannot rely on it for a different decision.
A special purpose report does not replace the annual audit where the law requires one. Foreign-owned companies that are subject to statutory audit still need to meet that obligation, even when a separate report has been prepared for a bank or tender. These are distinct deliverables and should be planned together.
How the engagement works at DAVA
- Brief: you tell us who will receive the report, the purpose, the deadline, and whether you need an opinion or agreed-upon procedures.
- Scope and engagement letter: we agree the scope, reporting framework, procedures and restrictions on use in writing.
- Document list: we send a checklist so your team can prepare the records before fieldwork begins.
- Fieldwork: our auditors work with your accounting team, on site at your premises where needed.
- Report: the report is issued after the findings and any exceptions have been discussed with management.
Timing
Timing depends on scope, the number of entities or projects covered, the state of the accounting records and how quickly documents are provided. An AUP engagement for one narrow matter usually takes less time than a full audit of a multi-entity group. Please share your deadline when you first contact us so we can plan the work.
Documents to prepare
- Current business registration certificate and charter
- Latest financial statements, general ledger and trial balance
- Loan agreement, tender documents, contribution or sale agreement, as relevant
- Schedules of receivables, payables and fixed assets, if in scope
- Board or shareholder minutes approving the transaction
- The requesting party's written requirements
Common mistakes to avoid
- Sending only the annual financial statements without stating the purpose. Without it, the auditor does not know which additional procedures are needed.
- Mixing audit files with asset valuation files, which leads to the wrong documents being submitted or missing documents.
- Using the results outside the agreed scope, for example relying on an AUP report for a sale decision it was not designed to support.
- Starting too close to the deadline, which rushes the reconciliation of records and the explanation of exceptions.
Vietnam vs Australia, New Zealand and Singapore
The table below compares the main points that matter when a Vietnamese engagement is shared with a parent group or an overseas lender.
| Criteria | Vietnam | Australia | New Zealand | Singapore |
|---|---|---|---|---|
| Who signs the audit report | Auditor holding a Vietnamese auditor certificate and practising registration, working for a licensed audit firm | Registered Company Auditor (RCA) registered with ASIC, where the audit requires one | Licensed auditor under the Auditor Regulation Act 2011, for audits of FMC reporting entities | Public accountant registered with ACRA for statutory audit |
| Regulator or licensing body | Ministry of Finance | ASIC | Licences issued through accredited bodies; the FMA licenses overseas auditors | ACRA |
| Accounting standards | Vietnamese Accounting Standards (VAS) | AASB standards, designed to match IFRS for for-profit entities | NZ IFRS, fully converged with IFRS Standards | SFRS(I), IFRS-based standards |
| Fees and timing | Agreed in the contract, based on scope | Varies; request a quote | Varies; request a quote | Varies; request a quote |
| Key legal point | Set by the Law on Independent Audit and Ministry of Finance guidance | Corporations Act 2001 and ASIC Regulatory Guide 180 set auditor registration rules | Scope depends on whether the entity is an FMC reporting entity | Small private companies may be exempt from statutory audit if they meet ACRA criteria |
Vietnamese statutory accounts follow VAS, which is not identical to IFRS. Groups based in Australia, New Zealand or Singapore usually report under IFRS-based standards. When a Vietnamese subsidiary is consolidated into the parent's accounts, a reconciliation or conversion from VAS to the parent's framework is commonly needed. We can include this work in the scope of a special purpose engagement on request, so that the group pack is built from the same reviewed records.
Fees
We do not publish a fixed fee for special purpose engagements, because the cost depends on scope, the complexity of the records and the number of entities. Pricing becomes firm once we review your brief. Fees depend on the assets, the documents and the purpose; contact DAVA for an accurate quote, free of charge.
Common situations
An Australian parent funding a Vietnamese factory
The parent needs a bank-style report on the Vietnamese subsidiary before approving further funding. An agreed-upon procedures engagement can confirm the specific balances the parent cares about, while the statutory audit continues on its own timetable.
A Singapore investor buying into a Vietnamese business
The buyer asks for a financial due diligence report covering debts, contracts and tax status before signing. The report must state its limits. It does not replace an asset valuation where the value of assets drives the price.
Frequently asked questions
How does a special purpose audit differ from an annual audit in Vietnam?
An annual audit serves shareholders, regulators and other stakeholders under the applicable accounting framework. A special purpose audit is built for one named user and one defined purpose, so the report carries clear restrictions on use.
Is an agreed-upon procedures engagement the same as an audit?
No. The auditor performs procedures agreed in advance and reports the factual findings, without giving an overall audit opinion. The user draws its own conclusions from those findings.
Do Vietnamese banks always require an audit for a loan?
Not always. Requirements depend on the bank, the loan size and the collateral. Ask the lender for its written document checklist early in the process.
Can the report be used by another party or for another purpose?
Usually not. The report normally names the intended user and purpose. Any other use needs to be agreed and, where necessary, reported separately.
How long does a special purpose audit take?
It depends on scope, the number of entities, the state of the records and how quickly documents are supplied. Please share your deadline so we can propose a timeline.
Do I also need a property valuation?
It depends on the purpose. Audit and valuation are separate services. If a lender needs the value of collateral, a separate valuation report signed by a licensed valuer is usually required.
Conclusion
A special purpose audit gives a lender, tender authority or investor a clear and well-scoped report for a defined purpose. The key is to settle the purpose, scope and level of assurance at the start, so the report is accepted when it is needed.
Contact DAVA for advice and a quote:
- Hotline/Zalo: 0945 009 002 · 0906 915 002 · 028 6674 3333
- Email: voan.sgg@gmail.com
- Zalo OA: https://zalo.me/4259407728989141071
- WhatsApp (Australian clients, Qualified AU Pty Ltd): +61 451 710 342
How DAVA supports foreign companies and expats in Vietnam
DAVA works with foreign-owned companies, expatriate founders and overseas investors who need audit, valuation and documentation support in Vietnam. Engagement letters, reports and checklists can be prepared in English and Vietnamese, so your advisers in Australia, New Zealand or Singapore can review them easily. For Australian clients, you can reach us on WhatsApp at +61 451 710 342 (Qualified AU Pty Ltd) or by email at voan.sgg@gmail.com. Our team can work with you in English; documents can be prepared bilingually.
Sources
- CPA Australia: Auditor registration (ASIC Registered Company Auditor requirements)
- ASIC Regulatory Guide 180: Auditor registration
- New Zealand Auditor Regulation Act 2011
- External Reporting Board: New Zealand Equivalents to International Financial Reporting Standards
- IFRS Foundation: New Zealand jurisdictional profile
- AASB Staff Paper: Comparison of Standards for Smaller Entities (2018)
- ACRA: Audit exemptions (small company concept)
- Viet An Law: Individual auditor registration certificate (secondary guide)
