Procedures to establish representative office of a LLC in Vietnam
You run a limited liability company (LLC) and now looking to conduct market exploration, or promote your brand to other provinces outside the province where your head business located? Then, a representative office is a suitable choice for you. In order to establish a representative office, you have to carry out certain procedures prescribed by the law. So, in this article, LSX gives you: “Procedures to establish representative office of a LLC in Vietnam”
Legal grounds
- Law on Enterprise 2020
- Decree 01/2021/ND-CP
Representative office
Firstly, according to Clause 2, Article 44 of the Law on Enterprise 2020:
Article 44. Branches, representative offices and business locations of an enterprise
2. A representative office of an enterprise is its dependent unit which acts as the enterprise’s authorized representative, represents and protect the enterprise’s interests. A representative office shall not do business.
Accordingly, representative offices cannot conduct business, produce and supply the company’s goods and services to the market. It can only perform the function as an authorization of the business.
That means that a representative office can only be a place to market products and services. In other words, a representative office means a place where businesses use to display samples, promote products and services, answer and advise customers, and meet the company’s partners…
Therefore, the biggest advantage of a representative office is that there are no procedures related to tax reporting and no license tax to be paid. In addition, enterprises can establish representative offices in the same province or city, in the country, or abroad, and may set up one or more representative offices in a locality according to administrative boundaries. Besides, representative offices have the right to register their own seals to facilitate the operation process.
Conditions to be granted the certificate for establishment of representative office
To receive a license to establish a representative office of a foreign advertising company in Vietnam, the following conditions must be met:
- Completed the procedures to register advertising service business, or have valid legal papers of evidence issued by a competent state agency.
- Also, satisfy the period of operation in Vietnam from the time of business registration and has a representative office in the territory of Vietnam; at least 7 years as prescribed.
Within 45 days from the date of receipt of the certificate to establish a representative office; then the office must carry out the actual operations and send a written notice to the licensing agency about information related to the representative office.
Information in the notice includes Head office location, number of employees; nationality… During the operation, if the representative office of the foreign advertising company has any changes in the number of employees, nationality, address of the representative office, etc., then they must send a written notice to the competent authority.
Dossiers to establish a representative office of a LLC
Single-member Limited Liability Company
- Notice of establishment of the representative office;
- A written decision of the company owner on the establishment of a representative office;
- Decision on appointment of the head of the representative office of the company owner;
- A valid copy of one of the personal identification papers of the head of the representative office (ID card//passport).
Multi-member Limited Liability Company
- Notice of establishment of the representative office;
- A written decision of the company owner on the establishment of a representative office;
- Minutes of the Board of Members meeting on the establishment of a representative office;
- Decision on appointment of the head of the representative office of the company owner;
- A valid copy of one of the personal identification papers of the head of the representative office (ID card//passport).
Procedures to establish representative office of a LLC
- The company submits the application to the Business Registration Office – Provincial Department of Planning and Investment where the representative office is located.
- After receiving the valid application file of the enterprise, the provincial business registration office enters the information into the National Business Registration Information System to request the representative office code, then issues the Registration Certificate for the representative office.
Besides:
- In case the application is not valid and is not solved, the Business Registration Office shall issue a written notice of amendment and supplementation, clearly stating the reasons therefor to the applicant.
- Within 10 working days from the date of deciding to establish a representative office, the enterprise shall send a notice of the establishment of a representative office to the Business Registration Office. In case your business establishes a representative office in another province or city that different to the head office, the Business Registration Office where the representative office located shall send information to the Business Registration Office where the head office located.
- After establishing a representative office, you will need to do one more procedure: notify the seal sample of the representative office (if any).
LSX legal firm’s service on company establishment
When establishing a company, people must carry out the procedure following the law at the competent business registration authority (under the Law on Enterprise 2020). The process of establishing a business includes many different steps and phases. If you are not familiar with the law, this process may take a lot of time.
With a team of experienced, reputable, and professional consultants; The firm is always ready to support and work with clients to solve legal difficulties.
Furthermore, using our service, you do not need to do the paperwork yourself, We guarantee to help you prepare documents effectively and legally.
Also, you will not have to waste time preparing the application, submitting application, or receiving results. At those stages, we will help you do it smoothly.
After all, LSX provides the service with the desire that customers can experience it the best way. Additionally, we guarantee the cost to be the most suitable and economical for customers.
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Related questions
In terms of operational functions, if your company produces and supplies kinds of goods, you should set up a branch. If your company provides services, you should set up a representative office.
The representative office has no choice but to choose the dependent accounting method. Because they do not have their own seal, so they cannot make tax declarations and payments on their own. All declarations of license fees, license taxes, and license tax declarations of the representative office performed by the parent company.
As for representative offices not allowed to carry out production, business, and service provision activities. So, it will save the annual license fee.
Contact LSX
Finally, hope this article is useful for you to answer the question about “Procedures to establish representative office of a LLC in Vietnam”. If you need any further information, please contact LSX Law firm: +84846175333 or Email: [email protected]
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