Foreign-invested economic organizations, when looking to Vietnam to invest, cannot ignore the retail market, because the retail market in Vietnam is a very potential and attractive market. To carry out retail activities following Vietnamese law, investors need to carry out procedures for applying for a retail business license and a retail establishment license.

Hong Bang Law firm would like to provide advice as follow:

Legal basis

Decree 09/2018/ND-CP issued on January 15, 2018, detailing the Commercial Law and the Law on Foreign Trade Management on goods purchase and sale activities and activities directly related to the purchase and sale of goods of foreign investors, foreign-invested economic organizations in Vietnam

Conditions

In the case of setting up the first retail establishment

a) Having a financial plan to set up a retail establishment;

b) There is no overdue tax debt in case it has been established in Vietnam for 01 year or more;

c) The location of the retail establishment is consistent with the relevant planning in the geographical market area.

Setting up a retail outlet other than the first one

a) In case the economic needs test is not required:

Satisfy the conditions in the case of setting up the first retail establishment

b) In case the economic needs test must be carried out:

– Satisfy the conditions in the case of setting up the first retail establishment

– Satisfying the economic needs test criteria specified in Clause 2, Article 23 of Decree 09/2018.

The dossiers

• An application form for a license to set up a retail establishment
• The explanation contains the following contents:

a) Location of the retail establishment: Address of retail establishment; description of the general, relevant area and the area used for retail establishment; explain the satisfaction of the conditions; enclosed with documents on the location of the retail establishment;

b) Business plan at the retail establishment: Present the business plan and market development; labor demand; assess the socio-economic impact and efficiency of the business plan;

c) Financial plan for setting up a retail establishment: Report on business results based on audited financial statements of the latest year in case it has been established in Vietnam for 1 year or more. up; explanation of capital, capital sources, and capital mobilization plans; accompanied by financial documents.

• Documents from tax authorities proving that there is no overdue tax debt.
• Copies: Certificate of enterprise registration, Certificate of investment registration of retail establishment project (if any), Business license.
• Explanation of ENT criteria (in case ENT is required)

The procedure

– In case of granting a license to set up a retail establishment and a retail establishment other than the first retail establishment is not required to carry out ENT procedures:

The investor sends the dossier to the Department of Industry and Trade where the foreign-invested economic organization has a retail establishment. If the dossier meets the conditions, the Licensing Agency shall send the dossier to the Ministry of Industry and Trade for opinions and only grant the license to establish a retail establishment to the investor after obtaining the written approval of the Ministry of Industry and Trade.

– In case of issuance of a License to establish a retail establishment other than the actual retail establishment, ENT must be performed:

Upon receipt of a qualified application, the Licensing Authority proposes to establish an ENT Board. After obtaining the conclusion of the license proposal from the Chairman of the ENT Council, the Department of Industry and Trade has the authority to send the dossier together with the written opinion of the Ministry of Industry and Trade. The Department of Industry and Trade shall issue licenses to investors after receiving the written approval from the Ministry of Industry and Trade.

The competent authority

Department of Industry and Trade where the foreign-invested economic organization is headquartered.

Time

40 – 50 working days from the date of receipt of valid documents

If you need more detailed advice and answers as well as how to access this service, please contact directly our Lawyer Nhat Nam via hotline: 0912.35.65.75, 0912.35.53.53 or call the toll free legal consultation hotline 1900.6575 or send a service request via email: lienheluathongbang@gmail.com

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