How Long After the Head’s Absence May a Foreign Trader Reappoint Its Representative Office Head?

How long after the head of its Representative Office is not present in Vietnam may a foreign trader reappoint the head?

Article 33 of Decree 07/2016/ND-CP prescribes as follows:

Heads of Representative Offices and Branches

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5. Where the head of a Representative Office or Branch is not present in Vietnam for more than 30 days without authorizing another person to exercise the rights and perform the obligations of the head of the Representative Office or Branch, or dies, is missing, is detained, is sentenced to imprisonment, or is restricted or deprived of civil act capacity, the foreign trader must appoint another person as the head of the Representative Office or Branch.

Accordingly, if the head of a Representative Office or Branch is not present in Vietnam for more than 30 days without authorizing another person to exercise the rights and perform the obligations of the head of the Representative Office.

When changing the head of a foreign trader’s representative office, must the procedure to amend the Representative Office Establishment License be carried out?

Clause 1, Article 15 of Decree 07/2016/ND-CP prescribes as follows:

Cases of amendment of Representative Office Establishment Licenses and Branch Establishment Licenses

Foreign traders must carry out procedures to amend Representative Office Establishment Licenses and Branch Establishment Licenses in the following cases:

1. Change of name or head office address of the foreign trader.

2. Change of the operation contents of the foreign trader directly related to the operation contents of the Branch in Vietnam.

3. Change of the head of the Representative Office or Branch.

Accordingly, when changing the head of a foreign trader’s representative office, the procedure to amend the representative office establishment license must be carried out.

What does the dossier for amending a foreign trader’s Representative Office Establishment License when changing the head comprise?

The dossier for amending the Representative Office Establishment License is implemented under Article 16 of Decree 07/2016/ND-CP, specifically comprising:

Dossier for amending Representative Office Establishment Licenses and Branch Establishment Licenses

1. The dossier comprises 01 set including:

a) The application for amendment of the Representative Office Establishment License or Branch Establishment License in the form of the Ministry of Industry and Trade, signed by the authorized representative of the foreign trader;

b) Documents proving the changed contents, specifically:

– For license amendment under Clause 1, Article 15 of this Decree: Copies of legal documents issued by competent authorities proving the change of name or head office address of the foreign trader.

– For license amendment under Clause 2, Article 15 of this Decree: Copies of legal documents issued by competent authorities proving the change of operation contents of the foreign trader.

– For license amendment under Clause 3, Article 15 of this Decree: The document of the foreign trader appointing the new head of the Representative Office or Branch; copies of the passport or identity card or citizen identity card (if Vietnamese) or copies of the passport (if foreign) of the new head of the Representative Office/Branch; documents proving that the former head of the Representative Office or Branch has fulfilled personal income tax obligations up to the time of change.

– For license amendment under Clauses 6 and 7, Article 15 of this Decree: Copies of the memorandum of understanding or location lease agreement or copies of documents proving the trader’s right to exploit and use the location for the head office of the Representative Office or Branch; copies of documents about the intended location of the head office of the Representative Office or Branch under Article 28 of this Decree and relevant legal provisions.

c) The original Representative Office or Branch Establishment License.

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Accordingly, the dossier for amending a foreign trader’s Representative Office Establishment License when changing the head comprises:

(1) The application for amendment of the Representative Office Establishment License or Branch Establishment License in the form of the Ministry of Industry and Trade, signed by the authorized representative of the foreign trader;

(2) Documents proving the changed contents, specifically:

– For license amendment under Clause 1, Article 15 of this Decree: Copies of legal documents issued by competent authorities proving the change of name or head office address of the foreign trader.

– The document of the foreign trader appointing the new head of the Representative Office or Branch; copies of the passport or identity card or citizen identity card (if Vietnamese) or copies of the passport (if foreign) of the new head of the Representative Office/Branch; documents proving that the former head of the Representative Office or Branch has fulfilled personal income tax obligations up to the time of change.

– The original Representative Office or Branch Establishment License.

Note: Documents proving the changed contents at (1) and (2) (for cases where the foreign trader’s document appointing the new head of the Representative Office is in a foreign language, and the copy of the passport of the new head of the Representative Office who is a foreigner) must be translated into Vietnamese and certified under Vietnamese law.