Dossier for Terminating a Foreign Trader’s Branch in Vietnam

Is a branch of a foreign trader operating in Vietnam terminated when its branch establishment license is revoked?

1. In which cases is the branch of a foreign trader operating in Vietnam terminated under the law?

Article 35 of Decree No. 07/2016/ND-CP regulates the cases of termination of branches of foreign traders operating in Vietnam as follows:

– At the request of the foreign trader.

– When the foreign trader terminates its operations under the law of the country or territory where it was established or registered its business.

– Upon expiry of the operating term under the Representative Office Establishment License or Branch Establishment License where the foreign trader does not request an extension.

– Upon expiry of the operating term under the Representative Office Establishment License or Branch Establishment License where the Licensing Authority does not agree to an extension.

– Upon revocation of the Representative Office Establishment License or Branch Establishment License as prescribed in Article 44 of this Decree.

– Where the foreign trader, Representative Office, or Branch no longer satisfies one of the conditions prescribed in Articles 7 and 8 of this Decree.

Under Clause 4 of Article 35 of Decree No. 07/2016/ND-CP, the branch where you work having its establishment license revoked falls within the cases of termination of branches of foreign traders.

2. What documents does the dossier for terminating the branch of a foreign trader operating in Vietnam include?

To terminate the branch of a foreign trader operating in Vietnam, the documents and materials specifically prescribed in Article 36 of Decree No. 07/2016/ND-CP must be prepared as follows:

– 01 set of dossier, including:

• The notice of termination of the Representative Office or Branch according to the form of the Ministry of Industry and Trade, signed by the authorized representative of the foreign trader, except in the case prescribed in Clause 5, Article 35 of this Decree;
• A copy of the document of the Licensing Authority refusing to extend the Representative Office Establishment License or Branch Establishment License (for the case prescribed in Clause 4, Article 35 of this Decree) or a copy of the Decision to revoke the Representative Office Establishment License or Branch Establishment License of the Licensing Authority (for the case prescribed in Clause 5, Article 35 of this Decree);
• The list of creditors and unpaid debts, including tax debts and social insurance debts;
• The list of employees and the employees’ current corresponding benefits;
• The original Representative Office Establishment License or Branch Establishment License.

– The foreign trader and the head of the terminated Representative Office or Branch shall be jointly responsible for the truthfulness and accuracy of the dossier for terminating the Representative Office or Branch.

– Where a Representative Office terminates its operation in a province or centrally-affiliated city or a geographical area under the management of a Management Board to relocate its head office to another province or centrally-affiliated city or a geographical area under the management of another Management Board, the dossier for terminating the Representative Office shall only include the documents prescribed in Points a and dd, Clause 1 of this Article.

You need to fully prepare the above documents and materials when terminating the branch of a foreign trader operating in Vietnam.

3. What is the order and procedure for resolving the termination of a branch of a foreign trader operating in Vietnam?

To resolve the termination of a branch of a foreign trader, the order and procedures prescribed in Article 37 of Decree No. 07/2016/ND-CP must be followed:

– The foreign trader submits the dossier for terminating the Representative Office or Branch directly or by post or online (if eligible) to the Licensing Authority.

– Within 03 working days from the date of receipt of the dossier, the Licensing Authority shall check it and request supplementation if the dossier is incomplete or invalid. The request for dossier supplementation shall be made at most once during the dossier resolution process.

– Within 05 working days from the date of receipt of a complete and valid dossier, the Licensing Authority shall publish on its website the termination of the Representative Office or Branch.

The above are the latest legal regulations on the termination of branches of foreign traders.