Determining "Large-Scale Enterprise" Criteria for Mandatory Audit under Decree 90/2025 When the Company Has an Independently Accounting Branch
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Based on:Nghị định số 90/2025/NĐ-CP; Điều 29 Luật Kế toán - Ministry of Finance
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The Department of Accounting and Auditing Management (Cuc QLKT) of the Ministry of Finance clarifies how to determine whether a company with an independently accounting branch qualifies as a "large-scale other enterprise" subject to mandatory financial statement audit under Decree 90/2025/ND-CP (meeting at least two of three thresholds: average social insurance-enrolled employees, total annual revenue, total assets). The Department rules that the thresholds must be assessed using consolidated or combined financial statement figures, not each entity's stand-alone figures. Since the parent accounting unit is required by Article 29 of the Accounting Law to prepare combined or consolidated financial statements incorporating the branch, the relevant figures are those from the combined/consolidated financial statements of the most recent preceding year (2024).
Mandatory Audit Criteria - Companies with Independently Accounting Branches
Question: A company with an independently accounting branch (without an obligation to prepare a mandatory consolidated/combined financial statement) must determine whether it meets the "large-scale enterprise" thresholds in Decree 90/2025/ND-CP. Should the thresholds be assessed on combined figures (company + branch) or stand-alone figures for each entity?
Legal basis:
- Decree No. 90/2025/ND-CP dated 14 April 2025 on mandatory audit requirements
- Article 29 of the Accounting Law: higher-level accounting units must prepare combined or consolidated financial statements
Cuc QLKT Ruling
Thresholds must be assessed on combined/consolidated financial statement figures (including the branch), not on each entity's stand-alone figures.
Rationale: Under Article 29 of the Accounting Law, the parent accounting unit (head office) is required to prepare combined or consolidated financial statements incorporating its subsidiaries and branches. The applicable figures are therefore those from the combined financial statements of the most recent preceding year (2024).
Thresholds under Decree 90/2025
An enterprise qualifies as "large-scale" if it meets at least 2 of 3 criteria:
- Average number of social insurance-enrolled employees per year
- Total annual revenue
- Total assets (Specific numeric thresholds are set in Decree 90/2025)
Enterprises meeting the criteria must have their 2025 financial statements audited by an independent auditor.