Client: I am interested to find out about your services to setup an office in Vietnam/Hanoi.
Can someone contact me to discuss this?
Lawyer: This is reference to our conservation today, from which, we understand that your company(hereinafter referred to as “Client”) is now seeking legal advices for establishment of Representative Office in Vietnam (hereinafter referred to as “R.O”).
We therefore are grateful to present you our Legal Services Proposal for your review and consideration.
1.SPECIFIC QUERIES ON SETTING UP A REPRESENTATIVE OFFICE IN VIETNAM
1.1. Establishment of a Representative office in Vietnam
Under Vietnam Law, a foreign company can establish a representative office in Vietnam to:
– Operate as contact office of foreign company in Vietnam;
– Promote cooperation projects of foreign company in Vietnam;
– Research market to push up chances to purchase commodities, supply and consume commercial services of foreign company in Vietnam;
– Supervise implementation of foreign company’s contracts signed with Vietnamese partners or related to Vietnam market;
– Conduct other works allowed by applicable law.
It is noted that under Vietnam Law, a representative office is not permitted to offer service(s) for profit-making purposes on its behalf in Vietnam
1.2. Specific conditions for establishment of representative office for foreign company.
Under Vietnam Law on Trade, in order to set up a representative office in Vietnam, a foreign company should satisfy following conditions:
– Being recognized as legal entities by countries or territories of business registration;
– Having operated for no less than 01 year since legal establishment or valid business registration in the countries of origin;
It should be noted that license for establishment of representative offices expire in five years but no more than expiration date of business registration or equal documents of foreign businesses in case foreign legislation establishes such a date. The License can be renewed.
2. SCOPE OF WORKS
Following works are proposed based on the request of Client. However, depending on thespecific position/situation of Client, several work items may not be necessary. Meanwhile, other works may be required. However, any additional works shall not fall under the scope of this Legal Service Proposal, but could be provided upon request.
2.1.Preparation of the application documents:
Notifying application documents required in accordance with Vietnamese law;
Drafting application documents required for submission purpose in English language;
Liaising with you to discuss the draft application documents;
Amending the application documents based on your 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.
2.2.Licensing procedures:
Submitting the application dossier to the licensing authority on your behalf;
Monitoring and following up with the relevant authorities on the approval process;
Keeping you updated on the developments and additional requirements, if any; and
Assisting you in obtaining License for establishment of R.O
2.3.Post-licensing procedures:
Placing an announcement on establishment of R.O on the newspaper;
Obtaining Tax Code Registration for R.O;
Obtaining Seal Sample and Certificate of Seal Sample Registration
Declaration on commencing operation of R.O
2.4.Roadmap for carrying out above scope of work can be described in details as follows:
a. 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 thisphase shall be completed within from 5 working days. The prepared documents shall then be sent to you for review, signing and seal.
b. Submission of application dossier: Within 02 working days from receipt of duly signed and sealed application dossier, we shall submit the application dossier to the competent authority.
c. Licensing Process: Within 15 days from submission of application dossier to Licensing Agency, we shall obtain License for establishment of R.O for Client.
d. Post licensing: Within 13 days we shall complete the post licensing procedures such as publishing the establishment of R.O, obtaining Seal Sample, Certificate of Seal Sample Registration, Tax Code Registration for R.O and Report for commencing operation of R.O.
