Detailed instructions on preparing applications to establish a Representative office of foreign trader in Vietnam

Abstract: Representative office of foreign trader is responsible for communication, transactions and market promotion in Vietnam. It is necessary for foreign trader to prepare completely documents for the establishment of Representative office, which is time – saving and facilitates the operation of Representative office in Vietnam.

Key words: applications, representative office

Right to establish Representative office of foreign trader in Vietnam

• Foreign trader is entitled to set up Representative office in Vietnam according to Vietnam’s commitments to treaties to which Vietnam is a signatory.
• Each foreign trader shall not establish more than one representative office or branch that has the same name within a province or centrally-affiliated city.

Documents prepared oversea include:

1. The Certificate of Business Registration or equivalent documents of the foreign trader

Some notes when preparing documents

(i) The foreign trader is incorporated and registers for doing business in accordance with provisions of laws of countries or territories being parties to treaties to which Vietnam is a signatory or is recognized by the aforesaid countries or territories; the foreign trader has come into operation for at least 01 year from the date of establishment or registration;

(ii) Business Registration Certificate or equivalent documents shall be certified and legalized by overseas diplomatic missions or Consulates of Vietnam under laws of Vietnam;

(iii) The Certificate of Business Registration or the equivalent document is valid for at least 01 more year from the date of submission of the application;

(iv) The businesses of the representative office shall be consistent with Vietnam’s Commitments to treaties to which Vietnam is a signatory; Where the businesses of the representative office is inconsistent with Vietnam’s Commitments or the foreign trader is not located in one of countries or territories being parties to treaties to which Vietnam is a signatory, the representative office can be established only if they obtain a prior consent of the relevant Minister for establishment of the representative office.

2. A letter of appointment of the head of the representative office

Personal details of the head of the representative office, appointment time and rights and obligations of the head of the representative office must be specialized in Appointment decision.

In terms of form, the decision to appoint the head of a representative office needs to be signed by a competent person, stamped (if any), and also certified and translated into Vietnamese according to the provisions of Vietnamese law.

3. Copies of audited financial statements or certificates of fulfillment of tax liabilities or financial obligations of the last fiscal year or equivalent documents as proof of existence and operation of the foreign trader issued or certified by competent authorities where such foreign trader is established

If enterprises do not have Copies of audited financial statements of the last fiscal year, it can be substituted by certificates of fulfillment of tax liabilities financial obligations of the last fiscal year issued by competent authorities of the present country. All documents need to be certified, legalized and translated into Vietnamese.

Documents prepared in Vietnam include:

1. Copies of memorandum of understanding (MOU) or leasing agreements or documents as proof of the right to use a location as the representative office;
2. Copies of documents on the expected location of the representative office (Certificate of land use rights, Land allocation decision or Land lease contract).