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Services — Sector Licensing

Representative Office License

A representative office lets a foreign trader establish a non-commercial presence in Vietnam — often a first step to scope the market before committing to a full company.

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A representative office cannot generate revenue directly — it's for market research, liaison, and promotional activity on behalf of the foreign trader. Companies planning to trade or invoice from Vietnam need a full company (ERC/IRC) instead.

Table of Contents
Process

How It Works

According to the provisions of Article 45 of the Law on Enterprises of Vietnam 2020, to register for the establishment of a representative office, your business needs to follow the following processes:

  • Step 1 (Make a dossier): When an enterprise wishes to establish a representative office, the enterprise needs to prepare a dossier including the following documents:
  • Notice of establishment of representative office
  • A copy of the establishment decision and meeting minutes on the establishment of the representative office of the enterprise
  • Copy of legal papers of the individual who is the head of the representative office.
  • Step 2 (Submit application): After preparing the documents in the
Eligibility

Conditions & Eligibility

Foreign traders are granted a license to establish a representative office when satisfying all following requirements:

  • Business lines in accordance with the laws of countries and territories participating in international treaties to which Vietnam is a contracting party or recognized by the laws of these countries and territories
  • Operation time: at least 01 year from the date of establishment or registration.
  • In case the foreign trader’s enterprise registration certificate or equivalent legal documents has a specified term of operation, such time limit must be at least 01 year from the date of application submission.
  • The operation contents of the Representative Office must be consistent
Exact requirements vary by home-country trader status and business line — request a quote for guidance specific to your case.
Documentation

Required Documents

The 01-set of dossier includes:

  • An application form for License for Establishment of the representative office using Form MD-1 of Appendix issued with Circular 11/2016/TT-BCT and signed by a competent representative of the foreign trader
  • Copies of the Certificate of Business Registration or equivalent documents of the foreign trader. This document must be certified or consularly legalized by a diplomatic mission or consular office of Vietnam abroad in accordance with Vietnamese law
  • A letter of appointment of the head of the representative office
  • Copies of audited financial statements or certificates of fulfillment of tax liabilities or financial obligations of the last fiscal year or
Exact requirements vary by home-country trader status and business line — request a quote for guidance specific to your case.

Legal basis: Decree No. 07/2016/ND-CP, Circular 11/2016/TT-BCT, Article 7 of Decree No. 07/2016/ND-CP, Article 44 of Decree No. 07/2016/ND-CP, Decree 01/2021/ND-CP.

FAQ

More questions about representative offices

40+ citation-backed answers exist in RedTab's legal knowledge base for this service — a further selection below.

Will foreign traders be penalized if they do not carry out procedures to Change Licenses representative office when there are changes in legal cases?
According to Point d, Clause 2, Article 67 of Decree 98/2020/ND-CP, the act of not carrying out procedures to change or re-issue a license to establish a representative office in cases prescribed by law shall be subject to a fine of VND 10,000,000 to VND 20,000,000.
Upon termination of operation, does a representative office have to carry out tax finalization procedures?
Before submitting the application for termination of operation, the representative office of the foreign trader must submit an application for invalidation of the tax code and carry out tax finalization procedures, and the tax authority will finalize personal income tax for the head of the representative office and employees.
Where to file for termination of the foreign trader’s representative office?
Department of Industry and Trade in case the head office of a representative office has an address outside industrial parks, export processing zones, delicate zones and high-tech parks.; Management boards of industrial parks, export processing zones, economic zones and hi-tech parks (hereinafter collectively referred to as Management Boards) in case representative office are located in industrial parks, export processing zones, economic zones or hi-tech parks.
Can traders both extend and carry out procedures to adjust the License to the Representative Office establishment?
In case when extending the license to establish a Representative Office there is a change in the License, the Trader submits the external application and the application to adjust the license to establish the Representative Office at the same time to be granted a new license.
At the end of the operating term of the Representative Office Establishment License, do traders have to carry out procedures to terminate the Representative Office?
In case the trader does not want to continue operating the Representative Office after the expiration date, the trader needs to apply to terminate the Representative Office operation according to the regulations on the Termination of Representative Office operation.
How to terminate representative office operation?
According to Clause 1, Article 213 of the Law on Enterprises of Vietnam 2020 and Article 77 of Decree 01/2021/ND-CP on registration of business establishment, the methods of terminating representative office operations include:; Enterprises themselves decide to terminate representative office operations;; The competent state agency shall decide to revoke the representative office operation registration certificate.
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