Is it possible to issue invoices for professions without business registration in Vietnam?

Is it possible to issue invoices for professions without business registration in Vietnam? (Internet image) 

Regarding this issue, LawNet would like to answer as follows:

1. Is it possible to issue invoices for professions without business registration in Vietnam?

According to Clause 1, Article 4 of Decree 123/2020/ND-CP, when selling goods or providing services, the seller shall issue and send invoices to buyers (including goods/services used for sales promotion, advertising or as samples, goods/services gifted, donated, exchanged or used as salary payment to employees and internal use (except goods which are internally rotated in production process), and goods rented, lent or returned). Such invoices shall have adequate contents written according to the provisions in Article 10 of Decree 123/2020/ND-CP, except e-invoices which must follow the standard format prescribed by tax authorities as prescribed in Article 12 of Decree 123/2020/ND-CP.

At the same time, Clause 1, Article 7 of the Law on Enterprises 2020 stipulates that enterprises have the right to freely engage in any business line that is not banned by law.

Therefore, businesses, individuals, and organizations carrying out the business of selling goods or providing services regardless of registered or unregistered business lines, as long as they do not belong to non-prohibited lines, are entitled to issue invoices according to the provisions of the law.

However, businesses must also quickly carry out procedures to change the business registration content to update new business lines and lines on the National Business Registration Portal.

2. What are the penalties for changing business lines without notification in Vietnam?

According to Article 49 of Decree 122/2021/ND-CP regulating penalties for violations against regulations on notifying changes in enterprise registration information as follows:

- A warning shall be imposed for notifying changes in the enterprise registration information 01 - 10 days behind schedule.

- A fine ranging from VND 3,000,000 to VND 5,000,000 shall be imposed for notifying changes in the enterprise registration information 11 - 30 days behind schedule.

- A fine ranging from VND 5,000,000 to VND 10.000.000 shall be imposed for notifying changes in the enterprise registration information 31 - 90 days behind schedule.

- A fine ranging from VND 10,000,000 to VND 20,000,000 shall be imposed for notifying changes in the enterprise registration information 91 days or longer behind schedule.

- A fine ranging from VND 20,000,000 to VND 30,000,000 shall be imposed for failure to notify changes in the enterprise registration information.

In addition, businesses must also send a notice of change in business lines to the business registration agency.

3. What changes must enterprise notify the business registration agency in Vietnam?

Pursuant to Clause 1, Article 31 of the Law on Enterprises 2020, the enterprise shall notify the business registration authority of any change to:

- The enterprise’s business lines;

- The founding shareholders and foreign shareholders (for joint stock companies, except listed companies);

- Other content of the enterprise registration application.

Accordingly, businesses are responsible for notifying changes in business registration content within 10 days from the date of change.

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