It is our understanding that your company– a company duly established and operating under the law of Singapore intends to set up a wholly foreign invested company in Hanoi for leasing and distributing tablend products in Vietnam.
We therefore would like to present our introduction on establishment of Foreign Invested Company in Vietnam for your reference.
1.Setting up foreign invested company (FIC)
The establishment of a FIC in Vietnam requires an Investment Certificate from the licensing authority.
Depending upon the location of the company, the licensing authority may be the Provincial People’s Committee (for companies located outside industrial or export processing zones) or the provincial Industrial and Export Processing Zones Management Authority (for companies located in industrial or export processing zones).
We would like to clarify that the procedure for establishment of a FIC in Vietnam generally takes a rather long time in comparison with other countries in the region.
Our practical experiences show that although the total time for establishment of a foreign invested company as stipulated under Vietnam Investment Law 2005 is only 45 days, the actual process may take a longer time due to that the competent authority must consult other relevant offices to evaluate the investment project.
Under Vietnam Law on Investment, for incorporating a foreign invested company (Hereinafter referred to as “FIC”), you are required to propose an Investment Project initially to obtain Investment certificate. The relevant licensing authorities shall evaluate the legitimacy and the feasibility of such Investment Project to determine on granting of the Investment Certificate on the following basis:
a. the legal framework including Vietnam’s WTO Commitments, Vietnam Investment Law, Vietnam Enterprise Law, Regulations applicable to specific industries as well as the master economic development plan of the city or province that the FIC shall register its head-office.
b. Your financial ability, investment capital to put in the Investment Project, facilities and human resources serving the implementation of such investment project in Vietnam.
c. Head office of the FIC should be in line with master plan of the City.Under Vietnam WTO’s Commitments, Vietnam’s Government did not commit to open the market to foreign investors to lease or rent machine, including, electronic products. In Vietnam, such above business also are the conditional business sectors. This rental service shall be only permitted case by case. Therefore, foreign investors have not naturally been entitled to establish foreign invested company to do this business in Vietnam. Vietnam Competent Authorities will consider all aspects of your project such as scale of project, registered capital, technology and some others before issuing Investment Certificate cum Business Registration Certificate.
2.We therefore would like to recommend you to consider following business activities:
Implementation of import and export right against the tablend products;
Installation services supplied to customers purchasing tablend products of FIC;
Maintenance and repair services supplied to customers purchasing tablend products of FIC;
Technical advices services supplied to customers purchasing tablend products of FIC.
Under Vietnam Law, with the respect to the above business activities, it does not require for minimum capital amount. However, according to our practical experience in previous similar case, an amount of 400,000USD can be applicable for this case.
3.By the way, road map for establishment of FIC in this case shall be as follows:
Preparing the application dossier: We shall collect necessary information and documents from you. Upon receipt of necessary information and documents from you, we shall translate documents from English into Vietnamese and prepare the application dossier under the standard forms. The initial drafted application dossier shall be sent to you for your comments. Then, after updating the application dossier based on your comments, we shall obtain the preliminary comments from the competent authority and send the finalized application dossiers for you to sign and seal. We anticipate that this phase shall be completed within 07 working days.
Submission of application dossier: Within 02 working days from receipt of duly signed and sealed application dossier, we shall submit the application dossier to Licensing Authority.
Licensing Procedure: It shall take about 45 working days from submission ofapplication dossier to the competent authority for the provincial licensing authority to grant the Investment Certificate. In some case the process can be longer as it takes time to consult relevant Ministries such as Ministry of Industry and Trade, Ministry of Planning and Investment, Ministry of Finance, Ministry of Information and Communication and Provincial Department of Industry and Trade.
Post licensing: Within 13 working days we shall complete the post licensing procedures such as publishing the FIC in News Paper, obtaining seal and tax code registration.
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