At present, you (foreign investor) would like to register your business and setup an office in Hanoi, Vietnam. we would like to set out our proposed options for you to consider for business development in Vietnam.

1.          Setting up REPRESENTATIVE OFFICE IN HANOI, VIETNAM

1.1. Under Vietnam Law, you can setup representative office in Vietnam to:

  • Operate as contact office of foreign company in Vietnam;
  • Promote cooperation projects of foreign company in Vietnam;
  • Research market to push up chances to purchase commodities, supply and consume commercial services of foreign company in Vietnam;
  • Supervise implementation of foreign company’s contracts signed with Vietnamese partners or related to Vietnam market
  • Conduct other works allowed by applicable law

A license for operation of a representative office in Vietnam shall be valid in 5 years. The License for operation of a representative office can be also withdrawn if the License for operation of its Parent Company in the origin country is expired.

Last but not least, you should note that, a Representative Office is not permitted to offer services(s) or products for profit-making purposes on its behalf in Vietnam.

1.2. The roadmap for setting up a Representative Office can be described in following steps as follows:

  • Preparing the application dossier: We shall collect necessary information and documents from you. Upon receipt of necessary information and documents from you, we shall translate documents from English into Vietnamese and prepare the application dossier under the standard forms. The initial drafted application dossier shall be sent to you for your comments. Then, after updating the application dossier based on your comments, we shall obtain the preliminary comments from the competent authority and send the finalized application dossiers for you to sign and seal. We anticipate that this phase shall be completed within 03-05 working days.
  • Submission of application dossier:Within 02 working days from receipt of duly signed and sealed application dossier, we shall submit the application dossier to the competent authority. It shall take from 10-15 workings days from submission of application dossier to the competent authority for the provincial licensing authority to grant the Investment Certificate.

·         Post licensing:Within 05 working days we shall complete the post licensing procedures such as publishing Representative in News Paper, obtaining seal.

2.         SETTING UP A FOREIGN INVESTED COMPANY IN HANOI, VIETNAM

2.1 The establishment of a Foreign Invested Company (FIC) which shall operate as an associate or subsidiary company of foreign company requires an Investment Certificate from the licensing authority. Depending upon the location of the FIC, the licensing authority may be the Provincial People’s Committee (for FIC located outside industrial or export processing zones) or the provincial Industrial and Export Processing Zones Management Authority (for FIC located in industrial or export processing zones).

2.2. FIC can be incorporated under the form of either of (i) Wholly Foreign Invested Company, in which, foreign investorshall own 100% shareholding equity of the FIC or (ii) Joint Venture Company, in which, foreign investor must co-operate with Local Investor(s) to run the FIC.

2.3.We would like to clarify that the procedure for establishment of a FIC in Vietnam generally takes a rather long time in comparison with other countries in the region. Our practical experiences show that although the total time for establishment of a foreign invested company as stipulated under Vietnam Investment Law 2005 is only 20 -45 days, the actual process may take a longer time due to that the competent authority must consult other relevant offices to evaluate the investment project.

2.4. The relevant competent authorities shall evaluate the legitimacy and the feasibility of such Investment Project to determine on granting of the Investment Certificate on the following basis:

  • The legal framework including Vietnam’s WTO Commitments, Vietnam Investment Law, Vietnam Enterprise Law, Regulations applicable to specific industries as well as the master economic development plan of the city or province that the FIC shall register its head-office.
  • Your financial ability, investment capital to put in the Investment Project, facilities and human resources serving the implementation of such investment project in Vietnam.

2.5. The roadmap for the incorporation of a FIC can be described in following steps as follows:

  • Preparing the application dossier: We shall collect necessary information and documents from you. Upon receipt of necessary information and documents from you, we shall translate documents from English into Vietnamese and prepare the application dossier under the standard forms. The initial drafted application dossier shall be sent to you for your comments. Then, after updating the application dossier based on your comments, we shall obtain the preliminary comments from the competent authority and send the finalized application dossiers for you to sign and seal. We anticipate that this phase shall be completed within 05-07 working days.
  • Submission of application dossier:Within 02 working days from receipt of duly signed and sealed application dossier, we shall submit the application dossier to the competent authority. It shall take from 30-45 workings days from submission of application dossier to the competent authority for the provincial licensing authority to grant the Investment Certificate.
  • Post licensing:Within 10 working days we shall complete the post licensing procedures such as publishing the FIC in News Paper, obtaining seal and tax code registration.
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