In order to create favourable conditions for foreign traders to research Vietnamese market and carry out a number of trade promotion activities, the current law gives the traders the right to set up representative offices in Vietnam. The traders need to apply for a representative office establishment license at a licensing authority. How to perform the procedure for granting the representative office establishment license? What conditions do foreign traders need to satisfy? Which are necessary documents for application? This is a problem that foreign traders are interested in and looking for. In following paragraphs, Bizlawyer will help traders to solve this problem. 

1. Conditions for granting of a representative office establishment license 

A foreign trader is granted a representative office establishment license when he meets all the conditions below:

• The foreign trader has been established or has registered its operation under the law of a country or territory which is a member to a treaty to which Vietnam is a party or recognized by the law of such country or territory;
• The foreign trader has operated for at least 01 year from the date of establishment or registration; in case the Business Registration Certificate or the equivalent document indicates its term of operation, the remaining term must be at least one year by the date of submission of the application;
• The activities of the representative office must be consistent with Vietnam’s commitments in treaties to which Vietnam is a party. In case the activities of the representative office  are not consistent with Vietnam’s commitments or the foreign trader is not in a country or territory being member to a treaty to which Vietnam is a party, the establishment of the office representative office shall be approved by the minister of the ministry.

=> Our Client could refer the Vietnamese template of application for the establishment of a representative office here

2. Person in charge of performing the procedure

The representative or authorized person of the foreign trader will carry out procedures with the Vietnamese authority.

3. Licensing authority

In case the representative office is outside industrial parks, export processing zones, economic zones or hi-tech parks, the provincial-level Industry and Trade Department where it is scheduled to be located, shall grant the representative office establishment license.

In case it is located in the industrial parks, export processing zone, economic zone or hi-tech parks, management boards of such areas/zones shall grant the representative office establishment license

4. Applications for the representative office establishment license

Applications for the representative office establishment license comprises of:

a. An application for a representative office establishment license;

b. A copy of the Business Registration Certificate or the equivalent paper of the foreign trader;

c. The foreign trader’s document on appointment of head of the representative office;

d. A copy of the audited financial statement or the document proving the performance of tax liabilities or financial obligations in the latest fiscal year or an equivalent document is issued by the competent agency or organizations where the foreign trader was established. This document proves the existence and operation of the foreign trader in the latest fiscal year;

e. A copy of passport or identity card (for a Vietnamese) or copy of passport (for a foreigner) of the head of the representative office;

f. Documents about the expected location of the representative office, comprising of:

– A copy of the memorandum of understanding or leasing agreement or a copy of documents proving that the foreign trader has the right to exploit and use the location to establish the representative office’s head office;

– Copies of documents about the expected location of the representative office must be under the law in Vietnam on security, order, occupational safety and other conditions.

5. Procedures for the establishment of a representative office

Step 1: Submit applications for the representative office establishment license

The foreign trader will submit the applications by post or online (if applicable) to the licensing authority where its representative office is expected to be located.

Step 2: Receive and process the applications

Within 3 working days after receiving the applications, the licensing agency shall check and request supplementation of the applications if the applications are not enough or invalid. The request shall be made only once during the time limit for processing the applications.

Step 3: Receive results

Within 7 working days after receiving the complete applications, the licensing agency shall grant the foreign trader a representative office establishment license or refuse to grant it. In case of refusal, the licensing agency shall issue a document clearly stating the reason.

In case the activities of operation of the representative office are not consistent with Vietnam’s commitments or the foreign trader is not located in a country or territory which is a member to a treaty to which Vietnam is a party and the establishment of the representative office has not yet been regulated in any specialized legal document, the licensing agency shall send a written request to a relevant Ministry within 03 working days from the receipt of the full application. Within 05 working days from the receipt of the written request for approval, the Ministry shall issue a document stating its opinions on granting the license. Within 5 working days after receiving the opinions of the Ministry, the licensing authority shall grant the foreign trader a representative office establishment license or refuse to grant it. In case of refusal, the licensing authority shall issue a document clearly stating the reason.

Conclusion

We hope that the information, as show above, could help our clients to understand more about the procedures for establishing representative offices of foreign traders in Vietnam. Should clients have any questions or are interested in our service, please contact Bizlawyer via our Email : Info@bizlawyer.vn or Hotline Call: +8486.888.1900 for timely advice and support.