Representative offices are a means for foreign companies to promote their brands, seek investment opportunities, and promote business development for enterprises. Therefore, more and more foreign companies want to establish representative offices in Vietnam. This procedure has been specifically guided and stipulated in Decree 07/2016/ND-CP detailing the Commercial Law on Representative Offices of foreign traders in Vietnam and Circular No. 11/2016/ MOIT guides Decree 07/2016/ND-CP.
To learn more about the procedures for establishing a Representative Office of a Foreign Company in Vietnam, let’s find out with Pham Consult.
1. Conditions for foreign traders to establish representative offices in Vietnam.
Foreign traders are granted a license to establish a representative office when they meet the following conditions:
– Foreign traders are established and registered for business in accordance with the laws of countries and territories participating in international treaties to which Vietnam is a member or recognized by the laws of these countries and territories. receive;
– Foreign traders have been operating for at least 01 year from the date of establishment or registration;
– In case the Business Registration Certificate or equivalent document of a foreign trader stipulates an operating term, that term must be at least 01 year from the date of submission of the application;
– The operational content of the Representative Office must be consistent with Vietnam’s commitments in international treaties to which Vietnam is a member. Content of the Representative Office: market research, trade promotion in Vietnam.
– In case the operational content of the Representative Office is not consistent with Vietnam’s commitments or the foreign trader does not belong to a country or territory participating in an international treaty to which Vietnam is a member, the establishment Representative offices must be approved by the Minister and Head of the ministerial-level agency with specialized management (hereinafter referred to as the Minister of specialized management).
2. Components of documents to establish representative offices of foreign traders in Vietnam.
Foreign traders submit 01 set of documents including:
– Application for a License to establish a Representative Office according to the form of the Ministry of Industry and Trade signed by an authorized representative of the foreign trader;
– Copy of Business Registration Certificate or documents of equivalent value of foreign traders; (Must be certified or consularly legalized by Vietnamese diplomatic missions and consulates abroad in accordance with Vietnamese law).
– Document of the foreign trader appointing/appointing the head of the representative office;
– A copy of the audited financial statement or document confirming the implementation of tax or financial obligations in the most recent fiscal year or documents of equivalent value issued by a competent agency or organization at the place of business. Established foreign entity issues or certifies and proves the existence and operation of the foreign trader in the most recent fiscal year;
– Copy of passport or identity card or citizen identification card (if Vietnamese) or copy of passport (if foreigner) of the head of the Representative Office. (In case it is a foreigner’s passport, it must be translated into Vietnamese and authenticated according to Vietnamese law.)
– Documents on the expected location of the representative office include:
+ A copy of the memorandum of understanding or location rental agreement or a copy of documents proving that the trader has the right to exploit and use the location to locate the representative office;
+ Copy of documents on the expected location of the representative office according to the provisions of Article 28 of this Decree and relevant legal regulations.
Note: Documents need to be translated into Vietnamese and authenticated according to Vietnamese law. The set of documents to establish a Representative Office is signed and sealed by the parent company.
3. Procedure for submitting applications to establish representative offices of foreign traders in Vietnam:
There are two ways to submit applications as follows:
– Submit application directly;
– Submit application online;
Agency receiving documents: Licensing agency where the foreign trader plans to locate its representative office
Application processing deadline:
+ 03 working days from the date of receiving the dossier, the Licensing Agency checks and requests additional documents if the dossier is not complete and valid.
+ 07 working days from the date of receipt of complete and valid documents, the Licensing Agency shall issue or not issue the License to establish a Representative Office for foreign traders.
4. Cases where foreign traders are not licensed to establish representative offices in Vietnam:
– Does not meet the above establishment conditions;
– Foreign traders only operate business but list goods banned from business in Vietnam;
– Foreign relatives apply for a License to establish a representative office of a foreign company in Vietnam within 02 years from the date of revocation of the license to establish a representative office.
– The establishment of Representative Offices and Branches is limited according to the provisions of law for reasons of national defense, national security, social order, safety, social ethics and public health.
– The implementation and submission of documents are not correct and complete according to the law and no amendments or supplements are made.
Thus, through the article on Pham Consult, regulations on procedures for establishing representative offices of foreign companies in Vietnam have been presented. To better understand these regulations and procedures, you can contact Pham Consult for self-advice and guidance.