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Setting Up Representative Office of Foreign Trader in Vietnam in 2022

June 15, 2022 | Legal Updates

Setting up a Representative Office of Foreign Trader in Vietnam 2022

Requirements for grant of Licenses for Establishment of Representative Office

Foreign traders shall be granted Licenses for Establishment of representative offices if they satisfy the following requirements:

1. The foreign trader is incorporated and registers for doing business in accordance with provisions of laws of countries or territories being parties to treaties to which Vietnam is a signatory or is recognized by the aforesaid countries or territories;

2. The foreign trader has come into operation for at least 01 year from the date of establishment or registration;

3. The Certificate of Business Registration or the equivalent document is valid for at least 01 more year from the date of submission of the application;

4. The scope of operation of the representative office is consistent with that in Vietnam’s Commitments to treaties to which Vietnam is a signatory;

5. Where the scope of operation of the representative office is inconsistent with Vietnam’s Commitments or the foreign trader is not located in the country or territory being party to treaties to which Vietnam is a signatory, the representative office can be established only if relevant Ministers, Heads of ministerial agencies have given approval for establishment of the representative office.

The power to grant Licenses for Establishment of representative office

1. The Department of Industry and Trade of the province where the representative office is expected to be located outside industrial parks, export-processing zones, economic zones or hi-tech zones shall grant, re-grant, adjust, extend or revoke the License for Establishment of the representative office and shall have the power to have such representative office shut down in case the establishment of the representative office has not been prescribed by specialized legislative documents.

2. Management Boards of industrial parks, export-processing zones, economic zones or hi-tech zones (hereinafter referred to as Management Boards) shall grant, re-grant, adjust, extend or revoke the License for Establishment of the representative office and shall have the power to suspend the operation of such representative offices located in industrial parks, export-processing zones , economic zones or hi-tech zones in case the establishment of such representative offices has not been prescribed by specialized legislative documents.

The duration of Licenses for representative office

1. The License for Establishment of a representative office is valid for 05 years but not exceeding the remaining effective period of the Certificate of Business Registration or the equivalent (for documents having expiry date);

2. The effective period of an extended License for Establishment of the representative office will be equal to that of the current license.

3. The extension of the license or establishment of the representative office comply with clause 1 hereof.

Applications for Licenses for Establishment of representative offices

1. An application for License for Establishment of a representative office:

a) An application form for License for Establishment of the representative office using the form promulgated by the Ministry of Industry and Trade and signed by a competent representative of the foreign trader.

b) Copies of the Certificate of Business Registration or equivalent documents of the foreign trader;

c) A letter of appointment of the head of the representative office;

d) 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;

dd) Copies of the passport or ID card (for Vietnamese) or copies of the passport (for foreigners) of the head of the representative office;

e) Documents on the expected location of the representative office including:

- Copies of memorandum of understanding (MOU) or leasing agreements or documents as proof of the right to use a location as the representative office;

- Copies of documents on the expected location of the representative office in accordance with provisions of Article 28 hereof and related laws.

Documents specified in points b, c, d and dd (for the head of the representative office being foreigners) shall be translated into Vietnamese and certified true in accordance with laws of Vietnam. Documents specified in point b, clause 1 shall be certified or legalized by overseas diplomatic missions or Consulates of Vietnam under laws of Vietnam.

Cases ineligible for Licenses for Establishment representative offices

The licensing agency can refuse to grant the License for Establishment of the representative offices to those that:

1. Fail to satisfy one of requirements stipulated in Articles 7 (for applications for licenses or establishment of representative offices) of the Decree No. 07/2016/NĐ-CP dated 25/01/2016.

2. Apply for the license or establishment of the representative office or branch within 02 years from the date of revocation of the license or establishment of the representative office under Article 44 of the Decree No. 07/2016/NĐ-CP dated 25/01/2016;

3. Be subject to restrictions from the establishment of representative offices and branches for reasons of national defense and security, social order, social ethics and community health.

4. Be restricted by provisions of laws.

 

DB Legal is a full legal service law firm in Da Nang, Viet Nam. Our Lawyers bring enormous legal experience for both local and foreign parties in Central Viet Nam, mainly areas in Da Nang, Hoi An, Nha Trang, Hue, Quy Nhon ,etc.

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