Question:

We can start to make the preparation work in Vietnam from now on.

In order to make sure both of us are on the same page, I would like to summarize our requirement as per following:

  1. Set up 100% Foreign owned entity in Vietnam while the Legal Representative of the Company will be a Chinese Passport holder
  2. The business scope of our entity will be Freight Forwarding (CPC Code 748?) + Shipping Agency (am not sure the CPC code of this one).
  3. Please also help check and advise what does the CPC code 622/742 stands for?
  4. Registered Capital: USD 200,000 to USD 500,000
  5. Please help advise the procedure / required documents and send us the quotation and s/c accordingly.

Answer:

  1. Set up 100% Foreign owned entity in Vietnam while the Legal Representative of the Company will be a Chinese Passport holder

Please refer to my explanation below on foreign-ownership limitation applicable to each business lines for your consideration.

 

  1. The business scope of our entity will be Freight Forwarding (CPC Code 748?) + Shipping Agency (am not sure the CPC code of this one)

Freight transport agency services (including Freight Forwarding) are classified as CPC 748. For this CPC 748, wholly foreign invested company is allowed to established to provide these services.
“Shipping Agency” was not mentioned in the Commitments on Services of Vietnam when joining WTO. Thus, there are no CPC for “Shipping Agency”, as well as there is no regulation on market accession applicable to this service.

However, you can consider to register CPC 7212 “Freight transportation less cabotage” under Class “Maritime Transport Services”. For CPC 7212, foreign investor ONLY permitted to provide 07 services as follows:

  1. Marketing and sales maritime transport services through direct contact with customers, from quotation to invoicing;
  2. Acting on behalf of the cargo owners;
  3. Provision of required business information;
  4. Preparation of documentation concerning transport documents including customs documents, or other documents related to the origin and character of the goods transported; and
  5. Provision of maritime transport services including cabotage services by Vietnamese flagged vessels for the supply of integrated transport services.
  6. Acting on behalf of the company, organising the call of the ship or taking over cargoes when required;
    7. Negotiate and sign contracts for road, rail, inland waterways transportation related to cargoes transported by the company.

Regarding CPC 7212, wholly foreign invested company is allowed to established to provide these services.

In addition, you can also consider the “customs clearance agency services” (there is no CPC). However, regarding this service, joint ventures can be established with no foreign ownership limitation.

3.Please also help check and advise what does the CPC code 622/742 stands for?

CPC 622 is “Wholesale Distribution” (purchase and sales of goods services). It is allowed to open wholly foreign-invested company to provide this service.

CPC 742 is “Storage and warehouse services”. It is allowed to open wholly foreign-invested company to provide this service.

Thus, if you want to open wholly foreign-invested company, you can register one of the following business lines or all of them:

(1) CPC 748 – Freight transport agency services, and/or 

(2) CPC  7212 – Freight transportation less cabotage, and/or

(3) CPC 622 – Wholesale Distribution service, and/or

(4) CPC 742 – Storage and warehouse services.

If you want to register “customs clearance agency services“, 99% foreign-owned company can be established, not wholly foreign-invested company.

  1. Registered Capital: USD 200,000 to USD 500,000

Noted. In my opinion, this range of investment capital can be deemed as sufficient to conduct those mentioned-above services.

5.Please help advise the procedure / required documents and send us the quotation and s/c accordingly.

Please consider the mentioned-above services and let us know your selection of business lines for registration. On this basis, we shall provide to you a Legal Service Proposal presenting detailed registration procedures as well as required documents for your review.

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