In some cases, not all changes to a Representative Office require an adjustment to the Operating License. However, cases that require adjusting the license to establish a representative office of a foreign trader in Vietnam, shall follow the procedures below.
Article table of contents
Procedures for establishment license adjustment of representative offices of foreign traders in Vietnam (Illustration)
1. 05 cases in which the License to Establish a Representative Office must be adjusted in Vietnam.
According to Article 15 of the Government's Decree 07/2016/ND-CP detailing the Commercial Law on representative offices and branches of foreign traders in Vietnam, foreign traders must carry out procedures for adjusting licenses for the establishment of a representative office in the following 5 cases:
(1) Change the name or address of the foreign trader's head office.
(2) Replace the Representative Office's head.
(3) Modify the Representative Office's name.
(4) Modify the Representative Office's operational content.
(5) Change of address of a representative office in a province, centrally managed city, or geographical area managed by a Management Board.
2. Application for adjusting the establishment license of a representative office in Vietnam
According to Article 16 of Decree 07/2016/ND-CP, stipulating the application for adjustment of the license to establish a Representative Office, includes:
(1) An application form for the modification of the License for the Establishment of a Representative Office, completed in accordance with the Ministry of Industry and Trade form and signed by a competent representative of the foreign trader;
(2) Documents proving the content of the change, specifically:
- In case of adjustment of the license due to change in the name or address of the foreign trader's office: a copy of the legal document issued by the competent authority evidencing the change in the name or address of the head office of foreign traders.
- In the case of adjustment of license due to change of head of representative office: new head of representative office; copy of new head of representative office's passport or identity card or citizen identification card (if Vietnamese) or passport copy (if foreigner); documents proving that the former head of representative office fulfilled personal income tax obligations up to the time of change
- In case the license is adjusted due to the change of the representative office's head office address in a province or centrally run city or in a geographical area under the management of a Management Board: A copy of a memorandum of understanding or agreement to rent a location or a copy of documents proving that the trader has the right to exploit and use the location to locate the representative office; copies of documents on the expected location of the representative office's headquarters in accordance with the law.
(3) The original permit for establishing a representative office.
Note: documents evidencing changes in the name or address of the foreign trader's office or change in the head of the representative office (for the case of a document of the foreign trader appointing/appointing a new head of the representative office in a foreign language and a copy of the passport of the new head of the representative office is a foreigner) must be translated into Vietnamese and authenticated in accordance with Vietnamese law. Male.
Documents proving the content in case of change of name or address of the foreign trader's head office must be certified or legalized by a diplomatic mission or consular office of Vietnam abroad in accordance with Vietnamese law.
3. Deadlines to adjust the representative office establishment license in Vietnam
According to Article 17 of Decree 07/2016/ND-CP, within 60 working days from the date of change, foreign traders must carry out procedures for adjusting the License for Establishment of Representative Offices and submit dossiers directly or by post or online (if applicable) to the License-issuing Agency.
Within three working days from the date of receipt of the dossier, the licensing agency shall examine and request supplementation if the dossier is incomplete or invalid. The request for additional records is made at most once during the processing of the application.
Within five working days from the date of receipt of complete and valid dossiers, the licensing agency shall adjust or not adjust the representative office establishment license. A written explanation must be provided in the case of non-adjustment.
In particular, if the adjustment of the operational contents of the representative office leads to the operation of the representative office that is not consistent with the commitments of Vietnam or foreign traders not in the country or territory, If Vietnam is a party to an international treaty to which Vietnam is a contracting party, the establishment of a representative office must be approved by ministers or heads of ministerial-level agencies in charge of specialized management and in this case, the adjustment of the operational contents of the representative office is required. For a representative office that has not been specified in a specialized legal document, the licensing agency shall send a written request for opinions from the specialized management ministry within 3 working days from the date of receipt of a complete legal document.
Within five working days from the date of receipt of the document from the license-issuing agency, the specialized management ministry shall issue a written statement clearly stating its agreement or disagreement with the adjustment of the license for the establishment of the representative office.
Within five working days from the date of receipt of comments from the specialized management ministry, the licensing agency shall adjust or not adjust the license to establish a representative office for the foreign trader. A written explanation must be provided if there is no adjustment.
