PROCEDURES TO APPLY FOR BUSINESS LICENSE FOR FOREIGN INVESTORS IN VIETNAM
TLK Law Firm, one of the prestigious firms, has extensive experience in carrying out the procedures for applying for a business license for foreign investors in Vietnam in a timely, efficient, and conscientious manner based on an unbeatable fee schedule.
1. Law on Investment No. 61/2020/QH14 passed by the National Assembly on June 17, 2020;
2. Law on Enterprises No. 59/2020/QH14 passed by the National Assembly on June 17, 2020;
3. Decree No. 31/2021/ND-CP issued by the Government on March 26, 2021 detailing and guiding the implementation of a number of articles of the Investment Law;
4. Decree No. 09/2018/ND-CP issued by the Government on January 15, 2018 detailing the Commercial Law and the Law on Foreign Trade Management on goods trading and related activities directly buy and sell goods of foreign investors and foreign-invested economic organizations in Vietnam;
5. Other relevant guiding legal documents.
Photo 1: Procedures for applying for a business license for foreign investors in Vietnam_ Hotline: +(84) 97 211 8764
GUIDELINES FOR PROCEDURES
Globalization fosters conditions that allow the economy to grow at a faster rate.
With a young, creative workforce and a vibrant and developing business environment, Vietnam has also shown to be a potential investment destination. In addition, the State also offers numerous incentives to foreign investors looking to invest in the country.
Are you intending to invest and do business in Vietnam but facing the task of obtaining a business license and encountering numerous difficulties related to this procedure? Through the following writing, TLK Law Firm will advise, guide and provide all services related to Procedures for applying for a Business License for foreign investors in Vietnam to you.
I. PROCEDURE OF IMPLEMENTATION PROCEDURES FOR APPLICATION FOR BUSINESS LICENSES FOR FOREIGN INVESTORS IN VIETNAM
1. Steps TLK Law Firm carries out procedures to apply for a Business License for foreign investors in Vietnam
Step 1: Advising and assisting customers in meeting the requirements to carry out the procedures for applying for a business license for foreign investors in Vietnam;
Step 2: Assisting customers in preparing relevant documents;
Step 3: Drafting the document of application for a business license for foreign investors in Vietnam
Step 4: Representing customers submit an application for a business license for foreign investors in Vietnam to the competent State agency
Step 5: Receiving and handing over the final result to the customer.
Photo 2: Procedures for applying for a business license for foreign investors in Vietnam_ Hotline: +(84) 97 211 8764
2. Applications and procedures for applying for a business license for foreign investors in Vietnam
A. Components of the application:
1. An application for a business license;
2. An explanatory document containing the following contents:
+) Conditions for the grant of the corresponding business license as prescribed;
+) Business plan: Description of contents and methods of conducting business activities; business and market development plans; demand for labor; assessment of the socio-economic impact and efficiency of the business plan;
+) Financial plan: Report on business results on the basis of audited financial statements of the latest year in case it has been established in Vietnam for 01 year or more; explanation of capital, capital sources and capital raising strategy; accompanied by financial documents;
+) Business situation of goods trading and activities directly related to goods trading; the financial situation of the foreign-invested business entities up to the time of applying for a business license, in the case of a business license as prescribed in Clause 6, Article 5 of Decree 09/2018/ND-CP.
3. Documents of the tax authorities proving that there is no more overdue tax debt;
4. Copy of Certificate of enterprise registration; Copy of Certificate of investment registration in the project of goods trading and activities directly related to goods trading (if any).
5. Other relevant documents at the competent authority's request (if any).
B. Competent agency
The Department of Industry and Trade, where the foreign-invested business entities' head office is located, shall issue business licenses.
C. Method of implementation
+) Direct application to the licensing agency;
+) Submission of the application by post to the licensing agency;
+) Online submission via the website (if applicable).
D. Implementation results
After the application is approved, you will be granted a business license by the competent authority.
3. Contents of Business License
+) Name, enterprise identification (EID) numbers, head office address and legal representative;
+) Owners, capital contributors, founding shareholders;
+) Distributing goods;
+) Activities directly related to goods trading;
+) Other contents.
II. SOME IMPORTANT ISSUES RELATED TO PROCEDURES FOR APPLICATION FOR BUSINESS LICENSES FOR FOREIGN INVESTORS IN VIETNAM
1. What is a business license?
A business license is defined as a condition for an individual or organization operating in a specific conditional business line to be allowed to operate a business legally. A business license is a certification granted by a competent state agency for a particular business establishment, which serves as a foundation for the State's management of the economy and society.
A business license granted to a foreign investor is a certificate granted by a competent state agency to a foreign investor to ensure that a foreign individual/organization is legally entitled to exercise the right to the retail distribution of goods, import and wholesale distribution of goods, provision of logistics services, rental of goods and other rights in Vietnam.
2. Conditions for being granted a business license for foreign investors
Depending on each case, the conditions for foreign investors to be granted business licenses will be different. Pursuant to Decree No. 09/2018/ND-CP, the specific conditions are prescribed as follows:
Case 1: Foreign investors who belong to countries or territories participating in international treaties to which Vietnam is a member commit to open the market for goods trading and activities directly related to goods trading
1. Meeting the conditions on market access in international treaties to which Vietnam is a member;
2. Having a financial plan to carry out the business license application activities;
3. No more overdue tax debt in case it has been established in Vietnam for 01 year or more.
Case 2: Foreign investors who do not belong to countries or territories participating in an international treaty to which Vietnam is a contracting party:
1. Having a financial plan to carry out activities of applying for a business license;
2. No more overdue tax debt in case it has been established in Vietnam for 01 year or more.
3. Satisfying the following criteria:
+) Complying with the provisions of specialized laws;
+) In line with the level of competition of domestic enterprises in the same field of operation;
+) Ability to create jobs for domestic workers;
+) Ability and level of contribution to the state budget.
Case 3: Business services that have not been committed to market opening in international treaties to which Vietnam is a member: Conditions are the same as in case 2.
Case 4: Trading goods that have not yet been committed to market opening in international treaties to which Vietnam is a member: lubricants; rice; sugar; recorded items; books, newspapers and magazines
1. The same conditions as in case 2;
2. For lubricants: Consider granting a license to exercise the right to import or wholesale distribution to foreign-invested business entities that performs one of the following activities
+) Producing lubricants in Vietnam;
+) Producing or being allowed to distribute in Vietnam machinery, equipment and goods using special lubricants;
3. For rice; sugar; recorded items; books, newspapers and magazines: Consider licensing the exercise of retail distribution rights to foreign-invested business entities that already have retail establishments in the form of supermarkets, minimarts, and convenience stores to retail at those establishments.
=> See more: Procedures for registration of direct investment capital accounts and progress of transferring investment capital abroad for investors who are not credit institutions making offshore investments in the oil and gas sector
3. Cases in which business licenses are granted to foreign investors in Vietnam
Business licenses are granted to economic organizations with foreign-owned capital to carry out the following activities:
Case 1. Exercising the right to retail and distribute goods, excluding the goods specified in condition 3 in case 4;
Case 2. Exercising the right to import and wholesale distribution of goods specified in condition 2 in case 4;
Case 3. Exercising the right to retail distribution of goods specified in item condition 3 in case 4;
Case 4. Supplying of logistics services; except for logistics service sub-sectors to which Vietnam has committed to open the market in international treaties to which Vietnam is a member;
Case 5. Lease of goods, excluding financial leasing; except for rental of construction equipment with operators;
Case 6. Providing trade promotion services, excluding advertising services;
Case 7. Provision of commercial intermediary services;
Case 8. Providing e-commerce services;
Case 9. Providing services of organizing bidding for goods and services.
Photo 3: Procedures for applying for a business license for foreign investors in Vietnam_ Hotline: +(84) 97 211 8764
III. HOW SHOULD YOU CHOOSE THE BEST LEGAL SERVICE PROVIDER?
An organization of high-quality and renowned legal services should meet the following criteria:
First, they must be an official legal organization with a legal operating license;
Second, their board of directors must be lawyers with extensive experience and it will be better if they have a high degree.
Third, they have a team of lawyers, a professional and well-trained human resource system;
Fourth, they are friendly and dedicated. They make every effort for the benefit of customers and consider customer satisfaction and work quality as their honor;
Fifth, their professional, thoughtful, flexible, and logical service delivery process to optimize work performance and maximize customer time savings;
Sixth, reasonable and competitive service prices;
Seventh, wide range of services in both the field of providing service packages in the same field for customers to choose the appropriate service package, as well as being able to provide comprehensive support to customers throughout the process.
Eighth, they have capable of connecting – promoting commercial relationships for customers who have specific requirements.
=> Any client wants to choose a professional and reputable legal service provider because no one wants to take the chance of losing money or time, coupled with the results that aren't what they were expecting. Finding such an organization, however, is difficult due to an available large number of service providers of varying quality.
TLK Law Firm does not claim to be the best legal service provider on the market, but we meet all of the above criteria and more. Therefore, TLK Law Firm will unquestionably provide a good service for you.
IV. SOME QUESTIONS RELATED TO THE PROCEDURES FOR APPLICATION FOR BUSINESS LICENSES FOR FOREIGN INVESTORS IN VIETNAM
Question 1. In which cases does a foreign investor not need to apply for a business license?
According to Decree 09/2018/ND-CP has the following provisions:
Case 1: In addition to the activities that require a business license as prescribed in Clause 1, Article 5 of this Decree, foreign-invested economic organizations and economic organizations in the cases specified at Points b and c, Clause 1 of this Article. 1 Article 23 of the Law on Investment is entitled to conduct goods purchase and sale activities and activities directly related to goods purchase and sale specified in Clause 1, Article 3 of this Decree after registering for such activities at relevant papers in accordance with the Law on Investment, the Law on Enterprises;
Case 2: Foreign investors who do not belong to a country or territory participating in an international treaty to which Vietnam is a contracting party commit to opening the market, register to conduct goods trading, and other activities. directly related to the purchase and sale of goods specified in case 1, the competent state agency shall consult the Ministry of Industry and Trade before granting or changing registration for performing such activities in relevant papers. according to the provisions of the Law on Investment, the Law on Enterprises.
Question 2. My company is a foreign company that wants to invest in rice business in Vietnam? I would like to ask besides the above conditions, is there anything our company needs to pay attention to?
According to Decree 09/2018/ND-CP There is a provision that Rice belongs to the case of trading goods that have not been committed to market opening in the international treaties to which Vietnam is a member. Therefore, in addition to the conditions that TLK mentioned above, customers also need to note: Based on the consideration and approval of the grant of a business license from the Ministry of Industry and Trade, the industry management ministry shall base on the following contents to consider and approve: grant a business license if:
1. Conformity with the regional or national development planning and strategy;
2. Vietnam's market-opening negotiation process;
3. Vietnam's market-opening demand;
4. Strategy of cooperation with foreign partners of Vietnam;
5. Diplomatic relations, national security, social order and safety in case foreign investors do not belong to countries or territories participating in treaties to which Vietnam is a contracting party.
Question 3. Which industries and professions are foreign investors prohibited from investing in Vietnam?
The industries and trades banned for foreign investors are those that have not yet had access to the market. According to Decree 31/2020/ND-CP , there is a list of industries and trades that have not been able to access the market for foreign investors, including:
1. Trading in goods and services on the list of goods, services for exercising state monopoly in the field of commerce;
2. Press activities and information gathering activities in any form;
3. Catching or exploiting seafood;
4. Investigative and security services;
5. Judicial administrative services, including judicial expertise services, bailiff services, property auction services, notary services, and services of asset administrators;
6. Services of sending workers to work abroad under contracts;
7. Invest in building infrastructure for cemeteries and graveyards to transfer land use rights associated with infrastructure;
8. Waste collection service directly from households;
9. Public opinion polling services (opinion polls);
10. Blasting service;
11. Producing and trading in weapons, explosives and supporting tools;
12. Import and dismantle used ships;
13. Public postal service;
14. Trade in border-gate transfer of goods;
15. Trading in temporary import for re-export;
16. Exercising the right to export, the right to import, and the right to distribute with respect to goods on the list of goods that foreign investors and foreign-invested economic organizations are not allowed to exercise the right to export, right import, distribution rights;
17. Collection, purchase and disposal of public property at units of the armed forces;
18. Manufacture of military materials or equipment; trading in military equipment, military equipment for the armed forces, military weapons, equipment, techniques, weapons, specialized military and police vehicles, components, parts, spare parts, supplies and special equipment, specialized technology to manufacture them;
19. Industrial property representation service business and intellectual property assessment service;
20. Services of establishing, operating, maintaining and maintaining navigational signals, water zones, water areas, public navigational channels and navigational routes; survey services of water areas, water areas, public navigational channels and navigational routes serving the publication of maritime notices; Services of surveying, building and publishing charts of water areas, seaports, navigational channels and routes; develop and distribute maritime safety documents and publications;
21. Regulatory services to ensure maritime safety in water zones, waters and public navigational channels; maritime electronic information services;
22. Inspection services (inspection, testing) and issuance of certificates for means of transport (including systems, components, equipment and components of vehicles); inspection services and grant of certificates of technical safety and environmental protection for vehicles, specialized equipment, containers, equipment for packing dangerous goods used in transportation; inspection services and grant of certificates of technical safety and environmental protection for means and equipment for oil and gas exploration, exploitation and transportation at sea; service of technical inspection of occupational safety for machines and equipment with strict requirements on occupational safety installed on means of transport and vehicles, exploration and mining equipment and transporting oil and gas at sea; fishing vessel registration service;
23. Services of investigation, assessment and exploitation of natural forests (including logging and hunting, trapping of rare and precious wild animals, management of genetic funds of plants, animals and microorganisms used in agriculture) Agriculture);
24. Research or use genetic resources of new livestock breeds before being appraised and evaluated by the Ministry of Agriculture and Rural Development;
25. Business travel services, except international travel services serving international tourists to Vietnam.
=> See more: Attracting investment in Vietnam
The above information is broad consulting content we would like to provide customers. As a service provider, we are always aware of and ready to assist customers with their needs and problems. If you have any further questions or require more detailed guidance, please contact the hotline: +(84) 97 211 8764 to speak with a lawyer (free consultation).
Thank you very much!
Business and Investment Department – TLK Law Firm
Contact TLK Law Firm for more information.
03 working days from the date the competent authority receives the valid application.
1. Support for customers in connection - with trade promotion during operation.
2. Discount % service fee when customers use the service for the second time.
3. Free legal advice on business law for one year (if you are an organization or a business).
4. Free legal care and advice on tax law - accounting for businesses within one year (if you are an organization or a business).
5. Provide the internal management system of the enterprise (if the customer is an organization or an enterprise).
We are always ready to be a companion, dedicated and solid legal fulcrum for our customers.
Wishing customers good health and prosperous development!
Please contact us using the information below if you require guidance or assistance.
TLK LAW FIRM
- Tel: +(84) 243 2011 747 Hotline: +(84) ) 97 211 8764