What are forms of commercial presence in Vietnam ?

What are forms of commercial presence in Vietnam ?

Hi DMS Attorneys in Vietnam! What are forms of commercial presence which overseas company, foreign investors can set up in Vietnam ? Can your law office advise me about forms of foreign investment into Vietnam ?

Hi! 

Forms of commercial presence in Vietnam:

Foreign enterprises are allowed to establish commercial presence in Vietnam in the forms of: Representative office, Branch, 100% Foreign invested enterprise, Joint venture enterprise, Business co-operation contract.

Invest to set up a Representative office in Vietnam:

Foreign service suppliers are permitted to be established their Representative offices (ROs) in Viet Nam, but the ROs shall not engage in any direct profit-making activities. 

Representative office is a subordinate unit of foreign enterprises, established under the Vietnamese law in order to seek, promote trade and tourism opportunities but is not allowed to engage in any direct profit-making activities (Vietnam’s WTO Commitments on Services dated 27 October 2006).

Invest to set up a Branch in Vietnam:

Foreign traders are entitled to establish in Vietnam their representative offices or branches according to Vietnam’s commitments in treaties to which Vietnam is a contracting party.

A foreign trader may establish no more than one representative office or branch bearing the same name in the same province or centrally run city (Article 3 Decree No. 07/2016/ND-CP dated January 25, Detailing the Commercial Law regarding Vietnam-based representative offices and branches of foreign traders). 

Invest in the form of Business Cooperation Contract (BCC) in Vietnam:

Foreign enterprises are allowed to establish commercial presence in Viet Nam in the form of business co-operation contract.

Business co-operation contract is a document which is signed by two or more parties (of which at least one party must be Vietnamese legal entity and one party must be foreign legal entity) and which stipulates the responsibilities of, and the sharing of business results between the parties for the purpose of conducting investment and business in Viet Nam without creating a legal entity (Vietnam’s WTO Commitments on Services dated 27 October 2006).

Invest to set up 100% Foreign owned company in Vietnam:

Foreign enterprises are allowed to establish commercial presence in Viet Nam in the form of 100% foreign-invested enterprise (Vietnam’s WTO Commitments on Services dated 27 October 2006).

Investors may establish a company in accordance with law in Vietnam. Before establishment of a company, a foreign investor must have an investment project, carry out procedures for issuance of an Investment Registration Certificate (IRC) in accordance with Article 37 of the Law on Investment No. 67/2014/QH13 dated 26 October 2014 and satisfy the following conditions:

Meet the percentage ownership of charter capital prescribed in Clause 3 Article 22 of the Law on Investment No. 67/2014/QH13 dated 26 October 2014;

Investment forms, scope of activities, Vietnamese party(ies) participating in implementation of investment activities and other conditions subject to international treaties of which the Socialist Republic of Vietnam is a member (Article 22 Law on Investment No. 67/2014/QH13 dated 26 October 2014).

Consulting services:

Phone: 0914 165 703 or Email: dmslawfirm@gmail.com

Forms of investment to set up commercial presence in Vietnam ?

Prepared by:
Thi-Ha Nguyen, ACCA
DMS Law firm in Vietnam
Director
(Signed)
Lawyer Do Minh Son

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