The establishment of a representative office of a foreign company includes two stages: (i) issuance of representative office license and (ii) completion of various post-registration procedures.

Issuance of Representative Office License

1.   Conditions for establishment

A foreign company wishes to establish a representative office in Vietnam must satisfy the following conditions:

·         it is a business entity which is legally recognised by the law of the country where such business entity was established or has business registration; and

·         It has been operating for at least one year as from the date on which it was legally established or obtained business registration.

2.   Application

To set up a representative office in Vietnam, a foreign company is required to submit an application in a standard form to the Department of Industry and Trade in the locality in question. The application must be accompanied with the following documents:

·         A copy of Certificate of Incorporation or equivalent document of the company;

·         A copy of Audited Financial Report for the preceding financial year;

·         A copy of Articles of Association or Charter of the company;

·         A copy of Lease Agreement;

·         A Letter of Appointment of the chief of representative office; and

·         A copy of passport or ID card of the chief of representative office.

The application and its supporting documents must be made in Vietnamese or in both Vietnamese and another language.

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3.   Time Limit and Fees

A license shall be issued within 15 working days from the receipt of legitimate application and its supporting documents by the Department of Industry and Trade where the representative office is located.

The licensing fee is VND1,000,000 (approx. US$45).

 Post-registration Procedures

Within 45 days of the issuance of the representative office’s license, the representative office must complete various post-registration procedures and register its operation with the relevant licensing authority. Post-registration procedures normally include:

·         registration of operation with the relevant licensing authority;

·         carving office seal;

·        announcement of establishment in three consecutive issues of a newspaper or electronic mediaauthorised to be published in Vietnam;

·         opening bank account; and

·         obtaining tax code for the representative office and expat employee (if any).  

Applying through LHD LAW FIRM

There is a real benefit to preparing and submitting application for setting up a representative office through LHD LAW FIRM. The procedures and documents for setting up a representative office are quite cumbersome. As we have substantial experience in assisting clients on obtaining representative office license, we are able to assist you in preparing documents that are accepted by the licensing authority and tailor our services to meet your requirements.  

(i)        Virtual Office and Company Secretary Services

Many of our clients like to support their representative office in Vietnam with office address and company secretary services. If required, LHD LAW FIRM will be happy to build a package for your representative office in Vietnam which normally include (i) office address; (ii) monthly tax returns for the chief representative office and (iii) statutory reports to the authority or tailor the package to suit your business requirements.

(ii)       Our Fees

We usually propose fixed fees of VND 16,000,000 (approx. US$ 600)* for issuance of license for completion of various post-licensing procedures. Our services include preparation of documents required by the government authorities; liaison with the relevant authorities to submit the documents; follow up with the authorities where required; report and update clients with progress.

These fees do not include government fees, disbursements and VAT. These fees also do not include fees for drafting and/or reviewing lease agreement; opening a bank account and translation fees. If you require our assistance with these elements, we would be happy to provide an estimate.