Retail Business Registration License and the application for Retail Business Registration License

A business license to exercise the right to retail distribution of goods is issued to a foreign-invested economic organization to exercise the right to retail distribution of goods.

1. Requirements for the issuance of Retail Business Registration License

If foreign investors are from a country or territory which has acceded to a treaty to which Vietnam is a signatory and under which Vietnam has committed to open its market for sale of goods and other related activities:

• Meet market access conditions prescribed in international treaties to which Vietnam is a signatory.

• Acquire a financial plan deemed qualified to apply for a business license.

• Incur no overdue tax in a case where it has been established in Vietnam for at least 1 year.

If foreign investors are not from a country or territory which has acceded to a treaty to which Vietnam is a signatory:

• Have a financial plan to carry out the activities requested for a business license.

• No more overdue tax debt in case it has been established in Vietnam for 01 year or more.

• Comply with specialized laws.

• Matching the level of competition of domestic enterprises in the same field of operation.

• Ability to create jobs for domestic workers.

• Ability and level of contribution to the state budget.

In case of rice; sugar; recorded items; books, newspapers and magazines: Consider issuing retail distribution rights to a foreign-invested business entity having retail outlets in forms of supermarkets, mini supermarkets, convenience stores to sell above goods.

2. The application for Retail Business Registration License

• An application form for a business license (form No. 01 of Appendix enclosed Decree 09/2018/ND-CP).

• A representation include: Conditions for issuance of a business license; Business plan; Financial plan; Financial situation of the foreign-invested business entity which is determined until the application for a business license.

• A document justifying that the enterprise incurs no overdue tax issued by the tax authority.

• Copies of: Enterprise Registration Certificate; Certificate of Registration for Sale of goods and other related activities (if any).

• Documents on the financial status of the investor.

3. The procedure for the issuance of Retail Business Registration License

In case issuing for Retail Business Registration License for products that are not rice; sugar; recorded items; books, newspapers and magazines:

• Number of applications: 01 set

• Licensing agency: Department of Industry and Trade.

• Estimated time: 15 working days

In case issuing for Retail Business Registration License for products that are rice; sugar; recorded items; books, newspapers and magazines:

• Number of applications: 03 set

• Licensing agency: Department of Industry and Trade.

• Agency giving opinions on licensing: Ministry of Industry and Trade, Ministry of the registered industry;

• Estimated time: 18-25 working days

4. The content of the Retail Business Registration License

• Name, business identification number, address of headquarters and legal representative;

• Controlling owners, capital contributors, founding shareholders;

• Goods to be distributed;

• Other related activities;

• Others.

When changing one of the contents in the Business License, enterprises need to carry out the procedure to change the Business License. 

4. Validity of the Retail Business Registration License

Validity of the Retail Business Registration License is 05 years in the following cases:

• Foreign investors are not from a country or territory which has acceded to a treaty to which Vietnam is a signatory;

• Trading goods that have not been committed to market opening in international treaties to which Vietnam is a contracting party: rice; sugar; recorded items; books, newspapers and magazines.

• The validity period of a re-issued business license shall be as long as the remaining duration of the former business license.

5. Legal basis

• Law on Commerce 2005

• Decree 09/2018/ND-CP dated January 15, 2018 on guidelines for the law on commerce and the law on foreign trade management regarding sale of goods and other activities directly related to sale of goods of foreign investors and foreign-invested business entities in Vietnam.

• Circular 34/2013/TT-BTC dated December 24, 2013 on publicizing roadmaps for goods trading and goods trading directly related activities of foreign-invested enterprises in Vietnam.