How to set up representative office in Vietnam?

By
sblaw
-
0
798
Labor Code of Vietnam 2012
Labor Code of Vietnam 2012

SBLaw would like to provide some information for setting up a representative office of foreign company in Vietnam (hereinafter referred to as “Company”) as follows:

1. Legal regulation for setting up Representative Office

Under Vietnam Law, the Company can consider setting up a representative office to serve following purposes:

– Operate as contact office of the Company in Vietnam;

– Promote cooperation projects of the Company in Vietnam;

– Research market to push up chances to purchase commodities, supply and consume commercial services of the Company in Vietnam;

– Supervise implementation of the Company’s contracts signed with Vietnamese partners or related to Vietnam market;

– Conduct other works allowed by applicable law

You should note that, under Vietnam Law, Representative Office is not allowed to carry out business activities for profit purpose.

It is further advised that validity term of the License for setting up a Representative Office is only 05 years (renewable) counted from the establishment.

The Company is not required to contribute capital for operating the Representative Office in Vietnam except for necessary expenses for paying salary and Personal Income Tax for employees working for the Representative Office as well as office lease cost, etc.

Furthermore, as the Representative Office does not operate for profit purpose, the Representative Office is not required to pay Corporate Income Tax but Value Added Tax for its consumed goods and services, Personal Income Tax for employees working at the Representative Office etc.

We therefore are of opinion that Setting up Representative Office should be for business activities of the Company in short term only.

2. Our scope of work for set up representative office in vietnam

Our services for in this regard will include:

SCOPE OF SERVICES
Preparation of the application documents:

  • Notifying application documents required in accordance with Vietnamese law;
  • Drafting application documents required for submission purpose including application, power of attorney, board resolutions in English language;
  • Liaising with the Company to discuss the draft application documents;
  • Amending the application documents based on the Company’s comments;
  • Obtaining preliminary comments from the licensing authority on the draft application documents;
  • Finalizing the application documents following comments from the licensing authority; and
  • Translating the final version of the application documents into Vietnamese for execution.
Licensing procedures:

  • Submitting the application dossier to the licensing authority on the Company’s behalf;
  • Monitoring and following up with the relevant authorities on the approval process;
  • Keeping the Company updated on the developments and additional requirements, if any; and
  • Assisting the Company in obtaining License for establishment of Representative Office.
Post-licensing procedures:

  • Obtaining Seal Sample and Registration of Seal Sample;

3. Our delivarables

The Deliverables will include documents prepared in Vietnamese as required for submission to licensing bodies.

The Company will review, approve and where necessary sign these documents.

SBLaw may provide English translations of these documents (or extracts thereof), but the translated documents should be used for reference other the purposes of discharging the Company’s responsibility for the positions taken and the underlying company information.

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