Setting Up a Representative Office in Vietnam

Set-up rep office in Viet Nam , LHD Law Firm as professional advice in matters established representative offices of foreign traders, With a team of attorneys and experienced associates, we will give customers peace of mind about service quality as well as legal security, We help customers to save time to focus on his work.

Representative Office The establishment of a representative office is permitted for foreign companies for market research, sales promotion activities (and therefore not for trading). In order to set up a representative office, the foreign company must satisfy certain conditions including, amongst others, that the company is already legally recognised in the country of its business registration and has been in operation for at least one year from the establishment date. The functions of a representative office include: • Exercising the function of a liaison office. • Market research to promote business opportunities for the foreign company that it represents. For Representative Office, no Financial Statements need to be submitted anywhere and there is no requirement for local audit. Clearly any Financial Statements will be consolidated into the Parent organisation’s Financial Statements.

What are the functions of a representative office? With a representative office you can:

• Do marketing and promotion activities for the parent company.
• Sign business contracts on behalf of the parent company.
• Hold exhibitions and open show rooms for your products.
• Import necessary goods for promotion and marketing.

Generally speaking a representative office can do all of business activities that the parent company does except direct trading in Vietnam. All contracts must be signed by the parent company and all of the payment MUST go to the parent company.

What are the advantages of a representative office? With the representative office you will have the following benefits

• There is no company or corporate tax applied to the representative office. Only personal income tax for employees.
• There is no requirement for a minimum amount of capital to run the Rep. office.
• Either a Vietnamese or a foreigner can be the chief representative. If the chief representative is a foreigner, he/she can obtain a resident card which is valid for 2 or 3 years.
• Every year there is only one report that is MUST be returned to the government. This is quite an easy task.

What are the procedures of setting up a representative office? There are four steps that need to fulfilled to set up a representative office and operate legally:

1. Obtain the main license.
2. Submit the chief representative's income tax and labour declaration.
3. Obtain the operation license.
4. Obtain the representative office stamp

What should I plan before setting up a representative office? Before setting up a representative office you should

• Decide who will be the chief representative, a Vietnamese or a foreigner.
• Collect information related to the chief representative, typically: full name, passport number or ID card number, address, nationality etc.
• Other items such as choosing the location of the representative office, recruiting staff etc., can be done after you get the main license.

What kind of documentation should I prepare for the application? To process the application some basic papers are required

• A copy of your parent company's license in English or French. This copy MUST be notarized by your Ministry of foreign Affairs or a similar department.
• A letter of appointment and a labour contract between the Parent company and the chief representative signed by both parties. These documents should declare the salary and the allowances for the chief representative, and MUST be also notarized by your Ministry of foreign affairs or a similar department.
• NOTE: All of the documents MUST translated into Vietnamese by VN notarization department. Before translating into Vietnamese, documents MUST be notarized by your ministry of Foreign Affairs and by the Vietnam Embassy or Consulate in your country. An alternative is to courier the original documents to Vietnam and ask your embassy or consulate to produce notarized copies. If the chief representative is Vietnamese additional documents will need to be signed by the parent company.

How much time does it take to finish everything? Assuming all documents are available then it should take approximately

• 10 workings to get the main license (2 weeks)
• 5 workings days to get the operation license. (1 week)
• 5 days to get the representative office stamp. (1 week)

How much does it cost?

Typically cost is about US $700 plus administration fees (see below)

Administration fees: translation fees, notarization fees, license fee and the stamp fee which typically cost US $250 to $450.

Can AccessVietnam process my application ?

We no longer provide this service and you should seek the help of a law office or an office/individual specializing in business related matters. It is also possible to complete the application yourself. However, you will need the assistence of a translator to ensure that you fully understand the requirements of the official processing your request

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