Establishment license What is the model for establishing a representative office of a foreign trader in Vietnam?

What is the form for a license to establish a representative office of a foreign trader in Vietnam?

The license to establish representative offices of foreign traders in Vietnam is specified in Clause 9, Article 1 of Circular 11/2016/TT-BCT as follows:

Application forms, Licenses, Reports, Notices of termination of operations of Representative Offices and Branches of foreign traders in Vietnam; Report form of the Licensing Agency

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9. Sample License to establish a Representative Office according to Form GP-1 of the Appendix issued with this Circular.

10. Form of Branch Establishment License according to Form GP-2 of the Appendix issued with this Circular.

Thus, the License to establish representative offices of foreign traders in Vietnam is regulated accordingly Model GP-1 in the Appendix issued with Circular 11/2016/TT-BCT.

If the content of a trader’s representative office activities is not consistent with Vietnam’s commitments, can they be granted a license to establish a representative office?

Conditions for granting a Representative Office Establishment License are specified in Clause 2, Article 7 of Decree 07/2016/ND-CP as follows:

Conditions for granting a License to establish a Representative Office

Foreign traders are granted a License to establish a Representative Office when they meet the following conditions:

1. Foreign traders are established and registered for business in accordance with the laws of countries and territories participating in international treaties to which Vietnam is a member or recognized by the laws of these countries and territories;

2. Foreign traders have been operating for at least 01 year from the date of establishment or registration;

3. In case the Business Registration Certificate or equivalent document of a foreign trader stipulates an operating term, that term must be at least 01 year from the date of submission of the application;

4. The operational content of the Representative Office must be consistent with Vietnam’s commitments in international treaties to which Vietnam is a member;

5. In case the operational content of a Representative Office is not consistent with Vietnam’s commitments or the foreign trader does not belong to a country or territory participating in an international treaty to which Vietnam is a member, the establishment of a Representative Office must be approved by the Minister or Head of the ministerial-level agency with specialized management (hereinafter referred to as the Minister of specialized management).

Thus, according to regulations, in case the content of activities of a foreign trader’s Representative Office is not consistent with Vietnam’s commitments, the issuance of a Representative Office Establishment License must be approved by the Minister or Head of the specialized management agency.

What is included in the application file for a License to establish a representative office of a foreign trader?

Pursuant to Article 10 of Decree 07/2016/ND-CP, the application file for a Representative Office Establishment License includes:

(1) Application for a License to establish a Representative Office according to the form of the Ministry of Industry and Trade signed by an authorized representative of the foreign trader (according to Form MD-1 in the appendix issued with Circular 11/2016/TT-BCT).

(2) Copy of Business Registration Certificate or documents of equivalent value of foreign traders;

(3) Document of the foreign trader appointing/appointing the head of the Representative Office;

(4) A copy of the audited financial statement or document confirming the implementation of tax or financial obligations in the most recent fiscal year or documents of equivalent value issued by a competent agency or organization where the foreign trader was established or confirming and proving the existence and operations of the foreign trader in the most recent financial year;

(5) Copy of passport or identity card or citizen identification card (if Vietnamese) or copy of passport (if foreigner) of the head of the Representative Office;

(6) Documents on the expected location of the representative office include:

– A copy of the memorandum of understanding or location rental agreement or a copy of documents proving that the trader has the right to exploit and use the location to locate the representative office;

– Copy of documents on the expected location of the representative office;

Note: Documents specified in sections (2), (3), (4), (5) (in case the copy of the passport of the head of the Representative Office is a foreigner) must be translated into Vietnamese and authenticated according to the provisions of Vietnamese law.

Documents specified in section (2) must be certified or consularly legalized by Vietnamese diplomatic missions and consulates abroad in accordance with Vietnamese law.