LEGAL SERVICE FOR EXPAT IN DANANG CITY

A. LEGAL BASIS:

• Law on Commerce 2005.
• Decree No. 07/2016/ND-CP detailed regulations on establishment of Representative offices or branches of foreign traders in Vietnam under Law on Commersce.

B. ORDER AND PROCEDURES:

II. ESTABLISHMENT OF REPRESENTATIVE OFFICE:

1. Conditions for establishing representative offices of foreign traders in Vietnam:

• 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;
• The foreign trader has come into operation for at least 01 year from the date of establishment or registration;
• 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;
• The scope of operation of the representative office is consistent with that in Vietnam’s Commitments to treaties to which Vietnam is a signatory;
• 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 (hereinafter referred to as “relevant Ministers”) have given approval for establishment of the representative office.

2. Applications for Licenses for Establishment of representative offices

• 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.
• Copies of the Certificate of Business Registration or equivalent documents of the foreign trader;
• A letter of appointment of the head of the representative office;
• 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 passport or ID card (for Vietnamese) or copies of the passport (for foreigners) of the head of the representative office;
• 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: Representative offices and branches shall be headquartered at locations that satisfies requirements for security, occupational hygiene and safety and others stipulated in laws of Vietnam. Representative offices or branches shall not lend or sublet their offices.

3. Dossier that needs to be translated, certified and consularly legalized:

• Dossier that needs to be translated, certified and consularly legalized: Business Registration Certification.
• Dossier that needs to be translated into Vietnamese, certified or legalized by overseas diplomatic missions or Consulates of Vietnam:
  • Copies of the Certificate of Business Registration or equivalent documents of the foreign trader;
  • A letter of appointment of the head of the representative office;
  • 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 passport or ID card (for Vietnamese) or copies of the passport (for foreigners) of the head of the representative office;

Note: The whole application file for establishment of a representative office is signed and sealed by the parent company. If the parent company from abroad does not have a seal, the whole dossier shall be consular legalized.

Time for considering, requiring for dossiers addition: 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.

Competent authority:

• Representative office located outside industrial parks, export-processing zones, economic zones or hi-tech zones: The Department of Industry and Trade of the province where the representative office is expected to be located.
• Representative office located inside industrial parks, export-processing zones, economic zones or hi-tech zones: Management Boards of industrial parks, export-processing zones, economic zones or hi-tech zones (hereinafter referred to as Management Boards)

After being granted the operation registration certificate for the representative office, the enterprise shall make a seal and submit information disclosure information on the national electronic portal.

To be continued...

Legal expert: Thuy Vy (0905.045.915)

FDVN Law Firm