VI In the context of increasingly developing and diversifying foreign investment activities in Vietnam, adjusting business licenses for foreign-invested economic organizations has become a practical need arising during the operation of businesses. This procedure not only requires strict compliance with specialized legal regulations but also demands an understanding of the working process with the management agency. Let’s explore with Pham Consult the legal aspects related to adjusting business licenses to ensure the stable and compliant operation of businesses.
- Cases of Business License Adjustment
According to Article 14 of Decree 09/2018/ND-CP, a business license is adjusted when there is a change in one of the contents specified in Clause 1, Article 11 of Decree 09/2018/ND-CP.
According to Clause 1, Article 11 of Decree 09/2018/ND-CP, the contents of a business license include the following:
– Name, enterprise code, head office address, and legal representative;
– Owner, contributing members, founding shareholders;
– Goods distributed;
– Activities directly related to the buying and selling of goods;
– Other contents.
- Documents for Adjusting a Business License
According to Article 15 of Decree 09/2018/ND-CP, the documents for adjusting a business license include the following:
(i) Application for adjustment of a business license (Form No. 02 in the Appendix issued with Decree 09/2018/ND-CP dated January 15, 2018);
(ii) In case of changes to the content stipulated in point a, clause 1, Article 11, except for relocation of the head office: A copy of the Business Registration Certificate recording the adjusted content.
(iii) In case of changes to the content stipulated in points b, c, d, and e, clause 1, Article 11 of Decree 09/2018/ND-CP:
– Explanation containing:
+ Explanation of the conditions for granting the corresponding business license as stipulated in Article 9 of Decree 09/2018/ND-CP;
+ Business Plan: Describes the content and methods of conducting business activities; presents the business plan and market development; labor requirements; assesses the economic and social impact and effectiveness of the business plan;
+ Financial Plan: Reports on business performance based on audited financial statements of the most recent year in the case of a business established in Vietnam for one year or more; explains capital, sources of capital, and capital mobilization plans; includes financial documents;
+ Business situation of goods trading and activities directly related to goods trading; financial situation of the foreign-invested economic organization up to the time of applying for a business license, in the case of granting a business license as stipulated in Clause 6, Article 5 of Decree 09/2018/ND-CP.
– Documents from the tax authority proving no overdue tax debts.
– Copy of: Business Registration Certificate; 3. Investment Registration Certificate for the project of trading goods and activities directly related to trading goods (if any).
- Procedure for Adjusting the Business License
The application must be submitted within 10 working days from the date of issuance of the Business Registration Certificate recording the adjustments as stipulated in points a and b, Clause 1, Article 11 of Decree 09/2018/ND-CP.
The application can be submitted directly, by post, or electronically (if applicable) to the Licensing Authority.
Within 3 working days from the date of receipt of the application, the Licensing Authority will check and request amendments or additions if the application is incomplete or invalid.
Within 10 working days from the date of receipt of a complete and valid application, the Licensing Authority will check whether the corresponding conditions are met.
– If the conditions are not met, the Licensing Authority will issue a written response stating the reasons;
– Cases where conditions are met:
+ The licensing authority issues a business license to carry out the activities specified in point a, clause 1, Article 5 of Decree 09/2018/ND-CP; in case of refusal to grant the license, a written response must be provided stating the reasons;
+ The licensing authority sends the application dossier along with a request for opinions to the Ministry of Industry and Trade and the relevant sectoral management ministry.
Within 15 days from the date of receiving the dossier, the Ministry of Industry and Trade and the relevant sectoral management ministry shall, based on the corresponding content, issue a written approval for granting the business license; in case of refusal, a written response must be provided stating the reasons.
Within 3 working days from the date of receiving the written approval from the Ministry of Industry and Trade and the relevant sectoral management ministry, the licensing authority issues the business license. In case the Ministry of Industry and Trade or the relevant sectoral management ministry issues a written refusal, the licensing authority shall provide a written response stating the reasons.
Within 05 working days from the date of receiving the amended Business License, the foreign-invested economic organization is responsible for returning the issued Business License to the Licensing Authority.
