ESTABLISHMENT OF A REPRESENTATIVE IN VIETNAM

Businesses' investment needs are increasing right now. The procedure for establishing a representative office is a procedure for businesses to expand operations, particularly for larger enterprises. Representative offices work in the fields of enterprises and are governed by them. As a result, Doanh Tri Law Firm would like to direct customers to the article "Establishment of a Representative in Vietnam" to better understand this model.

I, Legal basis

- Law on Enterprises No. 59/2020/QH14;

- Decree No. 122/2020/ND-CP about single-window cooperation in processing applications for registration of enterprises, branches, representative offices; declaration of personnel; social insurance participation; use of invoices by enterprises

- Decree No. 01/2021/ND-CP on business registration;

- Decree No. 47/2021/ND-CP guiding the Enterprise Law;

- Circular No. 02/2019/TT-BKHDT amendments to the circular no. 20/2015/TT-BKHDT dated December 01, 2015, by the ministry of planning and investment providing guidance on enterprise registration.

II, Registering the name of a representative office

- The name of the representative office must be written with the letters of the Vietnamese alphabet, the letters F, J, Z, W, numbers, and symbols.

- The name of the representative office must include the business name with the phrase "representative office"

- The name of the representative office must be written or attached to the representative office. The name of the representative office is printed or written with a smaller font size than the Vietnamese name of the enterprise on transaction papers, documents, and publications issued by the representative office.

- In addition to the name in Vietnamese, the representative office of the enterprise can register the name in a foreign language and the initials. A name in a foreign language is a name translated from a Vietnamese name into one of the Latin script foreign languages. Abbreviated names are abbreviated from Vietnamese names or names in foreign languages.

- The personal name part in the name of the representative office of an enterprise must not use the phrase "company", "enterprise".

III. Dossier for registration of representative office establishment

The dossier for the registration of a representative office establishment contains the following materials:

- Notice on registration of representative office operations (Appendix II-11, Circular No. 02/2019/TT-BKHDT);
- Decision and valid copy of meeting minutes of the Members' Council, for limited liability companies with two or more members, of the company's owner, or of the Members' Council or the company's president, for companies one-member limited liability, of the Board of Directors, for joint-stock companies, of general partners, for partnerships, for the establishment of a representative office;
- A valid copy of the decision on the appointment of the head of the representative office;
- A valid copy of one of the personal identification papers specified in Article 10 of Decree No. 78/2015/ND-CP of the head of the representative office.

- A written request for the supplementation and updating of business registration information (Appendix II-18, Circular No. 02/2019/TT-BKHDT) for enterprises operating under the Investment License, Investment Certificate, or documents of equivalent legal validity that have not yet supplemented or updated business registration information in order to be granted business registration to replace the business registration.

In case an enterprise establishes a representative office in a foreign country, the application shall include:

- Notice on the establishment of representative offices abroad (Appendix II-12, Circular No. 02/2019/TT-BKHDT).

- A valid copy of the representative office operation registration certificate or equivalent document.

III. Procedures for registration of establishment of a representative office

Implementation order: When registering the operation of a representative office, the enterprise must send a Notice of establishment of a representative office to the Business Registration Office in the location of the representative office. The documents mentioned in the dossier component must be attached to the Notice.

If an enterprise establishes a representative office in a foreign country, it must follow the laws of that country. The enterprise must send a Notice of establishment of a representative office abroad to the Business Registration Office where the enterprise has registered within 30 working days of the date of official opening of a representative office abroad (Appendix II-12, Circular No. 02/2019/TT-BKHDT). A valid copy of the representative office operation registration certificate or an equivalent document must be attached to the Notice to supplement information about the enterprise's representative office in the national business registration database.

Method of implementation: The legal representative sends the Notice of Registration of Representative Office Operations directly to the Business Registration Office or via the electronic network in accordance with the National Business Registration Portal process.

Number of dossiers: 01 set

Receive results: - Within 03 working days from the date of receipt of valid documents, the Business Registration Office shall issue the Certificate of operation registration of the representative office for the enterprise.

- In case an enterprise establishes a representative office abroad: The Business Registration Office shall add information about the enterprise's representative office in the National Business Registration Database.

The above information is about the "Establishment of a representative in Vietnam." For more information and advice on this issue, please contact Doanh Tri Law Firm directly via:

Hotline: (+84) 911.233.955 - (024) 6293 8326

Email: [email protected]

Doanh Tri Law Firm is pleased to accompany our Customers!