To establish branches, foreign enterprises must satisfy the requirements and follow the regulations on the application and the procedure of Vietnamese law.
In the current integrated economy, foreign enterprises always want to expand the scope of investment to more countries, and it is impossible to not mention Vietnam. Branch is a popular way that foreign investors choose to invest in Vietnam.
In order to create favorable requirements to welcome and pave the way for foreign investors to invest in Vietnam, Siglaw provides thoughtful consultation to establish branches for foreign enterprises.
Conditions for establishing branches of foreign investors in Vietnam
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General conditions:
- Foreign investors may establish and register their business in accordance with the laws of countries or territories participating in international treaties to which Vietnam is a contracting party or recognized by the laws of these countries and territories.
- Foreign investors have operated for at least 01 year from the date of establishment or registration.
- In case the foreign investor's business registration certificate or paper of equivalent validity stipulates an operation term, that time limit must be at least 01 year from the date of application submission.
- The operation contents of the branch must be consistent with Vietnam's commitments in international treaties to which Vietnam is a member.
- In case the operation of the branch is inconsistent with Vietnam's commitments or the foreign investor is not a member of a country or territory participating in an international treaty to which Vietnam is a contracting party, the establishment of the branch must be approved by the Minister, the Head of the specialized management ministerial-level agency.
Conditions for the name of the branch:
- The Branch name must be written with letters of the Vietnamese alphabet, letters F, J, Z, W, numbers and symbols.
- The name of the branch must bear the name of the foreign investor and the phrase "CHI NHANH" (“BRANCH”).
- The Branch name must be written or attached at the branch office. The name of the branch is printed or written in a smaller font size than the name of the foreign investor on transaction papers, documents and publications issued by the branch.
Head office conditions:
- The location of the head office of a foreign investor's branch must conform to the provisions of Vietnamese law on security, order, occupational safety and health conditions and other conditions as prescribed by law.
- Branches are not allowed to lend or sublease their headquarters.
Conditions for the leader:
The head of a branch of a foreign investor may not concurrently hold the following positions:
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Head of the Representative Office of the same foreign investor.
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Head of the Representative Office of another foreign investor.
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The legal representative of an economic organization established in accordance with the laws of Vietnam.
Procedures for establishing branches of foreign investors in Vietnam
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- Regulatory agency:
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Departments of Industry and Trade: Departments of Industry and Trade of provinces and centrally run cities where the trader plans to locate branches outside industrial parks, export processing zones, economic zones, and high-tech zones shall issue the Certificate of branch establishment in case the establishment has not been specified in specialized legal documents.
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Management Board: The management board of industrial parks, export processing zones and high-tech zones shall issue the Certificate for branch establishment in cases where the establishment has not yet been regulated in specialized legal documents.
- Number of documents: 01 set.
- Time to receive results: 10 working days from the date of receiving complete and valid dossiers.
- Applications include:
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An application form for license for establishment of the branch using the form promulgated by the Ministry of Industry and Trade and signed by a competent representative of the foreign trader.
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Copies of the Certificate of Business Registration or equivalent documents of the foreign trader.
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A letter of appointment of the head of the branch.
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Copies of audited financial statements or certificates of fulfillment of tax liabilities or financial obligations of the last fiscal year or equivalent documents as proof of existence and operation of the foreign trader issued or certified by competent authorities where such foreign trader is established.
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Copies of the branch charter.
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Copies of the passport or ID card (for Vietnamese) or copies of the passport (for foreigners) of the head of the branch.
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Documents on the expected location of the branch including:
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Copies of memorandum of understanding (MOU) or leasing agreements or documents as proof of the right to use a location as the branch.
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Copies of documents on the expected location of the branch under Article 28 Decree 07/2016/ND-CP and provision of related laws.
Legal basis
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Commercial Law No. 36/2005/QH11 of the National Assembly dated June 14, 2005.
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Decree No. 07/2016/ND-CP of the Government dated January 25, 2016 detailing the Commercial Law on representative offices and branches of foreign traders in Vietnam.
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Circular No. 11/2016/TT-BTC of the Ministry of Industry and Trade dated July 5, 2016 providing for the implementation form of Decree No. 07/2016/ND-CP dated January 25, 2016 of the Government detailing Commercial Law on representative offices and branches of foreign traders in Vietnam.
Consultation on branch establishment for foreign enterprises that Siglaw provides:
“Customer satisfaction is Siglaw's measure of success. With us, every customer is a brand ambassador!”
Therefore, Siglaw takes care of each customer in the most thoughtful way, when using Siglaw's branch establishment for foreign enterprises consultation, customers will receive most enthusiastic support as follows:
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Provide consultation on the most optimal conditions, procedure, and implementation time for each specific case.
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Provide consultation on the preparation of necessary documents and information and compile all documents for establishing branches.
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Answer and provide consultation on legal regulations related to the establishment of branches.
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Provide consultation to clients to sign and complete applications.
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Provide consultation to clients to open capital accounts, notify bank accounts to tax authorities.
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Provide consultation on necessary requirements and sub-licenses for enterprises to conduct business activities in accordance with the law.
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Answer and provide consultation on tax legal issues for branches after establishment and periodical reporting.
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Provide consultation on necessary procedures according to regulations of foreign workers when working in Vietnam.
Service quality standards:
At Siglaw, with the slogan "Confidential - Responsible - Professional - Prestigious", we establish "Standards for providing services to customers" and all Siglaw's lawyers and experts always perform at the highest level:
1. High professional quality: Our legal services are always counseled and performed by lawyers and experts with deep professional knowledge and experience to ensure the consulting solutions are always accurate, comply with the law and bring high value to customers.
2. Confidentiality: Ensuring the security of customer information is, in any case, always one of our top priorities.
3. Punctuality: We guarantee to meet the requirements of the work deadlines. Accordingly, the work progress will always be closely followed and promptly informed to customers.
4. Quick response: Any exchange, contact or customer request will be responded to quickly, promptly or within 24 hours at the latest.
5. Integrity: We always maintain integrity in all cases, comply with regulations on professional ethics in all cases.
6. Professionalism: We bring professionalism in the deep legal knowledge of our team of Lawyers and Experts in any profession or field; professionalism in multilingual communication when customers always feel easy to exchange work with us in many different languages (Vietnamese, English, Chinese, Korean); professionalism in attitude and working style with customers.
7. Enthusiasm and friendliness: We are always ready to support our customers to the best of our ability and in any case. We ensure that our clients always feel comfortable and at ease with friendly communication with any Lawyer.
8. Simple and Convenient: We always strive to find ways to provide our services in a way that makes our customers feel as comfortable and convenient as possible.
9. Value added: In the process of providing services, we always try our best to provide consulting options/suggestions to help customers compare and choose the best and complete solution.
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