SET UP REPRESENTATIVE OFFICE IN VIETNAM
FOR FOREIGN ENTERPRISES
Apolat Legal provides a range of legal consultancy services, particularly establishing representative office in Viet Nam.
Vietnamese law has proper policies with the purpose of facilitating individuals, foreign organizations to invest into VietNam. One of the most important policies is permitting foreign enterprises establish representative office in Viet Nam.
The detailed procedure is as follows:
- Conditions for the establishment of representative office in Viet Nam:
(Decree 07/2016/ND-CP specifying establishment of foreign traders’ representatives and branch in VietNam)
A foreign trader is not allowed to establish more than 1 representative office or branch with the same name in the province, city.
- The foreign trader has entitled to establish, register business according to law of country or territory joining international convention in which Viet Nam is a member or recognized by law in those country and territory;
- The foreign trader establishes have actioned for at least 1 year, from the date of register or establishment;
- In case the business registration certificate or equivalent documents define corporate duration, the rest of such duration is at least 1 year from the day of submitting document.
- Activities of representative office must be suitable for international convention in which VietNam is a member.
- In case activities of representative office are not suitable for VietNam‘s commitment, the establishment must be ratified by Minister or deputy minister.
Competent agency does not issue the certificate of establishing representative office in the circumstances as follows:
- Fail to satisfy one of requirements stipulated in Article 8 (for applications for licenses or establishment of branches).
- Apply for the license or establishment of the representative office within 02 years from the date of revocation of the license or establishment of the representative office;
- Be subject to restrictions from the establishment of representative offices for reasons of national defense and security, social order, social ethics and community health.
- Be restricted by provisions of laws.
- An application for the license for establishment of the branch of a foreign trader shall include :
* An application form for license for establishment of the branch using the form promulgated by the Ministry of Industry and Trade and signed by a competent representative of the foreign trader.
* Copies of the Certificate of Business Registration or equivalent documents of the foreign trader;
* A letter of appointment of the head of the branch;
* Copies of audited financial statements or certificates of fulfillment of tax liabilities or financial obligations of the last fiscal year or equivalent documents as proof of existence and operation of the foreign trader issued or certified by competent authorities where such foreign trader is established;
* Copies of the branch charter;
* Copies of the passport or ID card (for Vietnamese) or copies of the passport (for foreigners) of the head of the branch;
* Documents on the expected location of the branch including:
– Copies of memorandum of understanding (MOU) or leasing agreements or documents as proof of the right to use a location as the branch;
– Copies of documents on the expected location of the branch under Article 28 hereof and provision of related laws.
Notes: Some documents shall be translated into Vietnamese and certified true in accordance with laws of Vietnam and certified or legalized by overseas diplomatic missions or Consulates of Vietnam in accordance with laws of Vietnam.
- Competent agency:
After completing the application, foreign trader or authorized person submits documents to the Department of Trade and Industry where the branch is located.
Or submit documents to industrial parks, export-processing zones, economic zones or hi-tech zones if representative office is located in such places.
- Procedures and speculated time:
The foreign trader shall submit the application to the licensing agency where the representative office is expected to be located directly or by post or online (where applicable) .
Within 03 working days from the date of receipt of the application, the licensing agency shall examine such application and request the applicant to complete the application (if the application is incomplete) . The request for supplementation to the application shall be made only once during the processing of such application.
Apart from other provisions, the licensing agency shall send the applicant a written notification of whether the license or establishment of the representative office is granted or not within 07 working days from the date of receipt of the valid application. In case of rejection, the licensing agency shall send the applicant a written notice in which reasons for rejections shall be specified.
In the high times of powerful economic growth of VietNam, a great number of foreign enterprises expect to set up representative office in VietNam. It can be said that representative office is the most suitable type for the ones wishing to implement activities such as promoting investment opportunities, having a depth knowledge of market in Viet Nam,…
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