Establishing a representative office of a limited liability company in Vietnam
Establishing a representative office of a limited liability company in Vietnam. Your business is a limited liability company and you are looking to conduct market research; or promote your brand; a representative office is a suitable choice for you. To better understand the procedures for establishing a representative office; the company is a limited liability company, please refer to the following article of LSX Law firm.
Legal grounds
Enterprise Law 2014
Decree 78/2015/ND-CP
Other relevant legal documents
Representative offices have no business functions. The main function of a representative office is a liaison office; conduct research activities, provide information, support businesses to access new markets and 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, an enterprise can set up a representative office in the same province; city or other cities, in the country or abroad; and may set up one or more representative offices in a locality according to the administrative boundaries. Representative offices are entitled to register their seals to facilitate the operation process.
Documents for establishing a representative office of a limited liability company in Vietnam
a) For a multiple-member limited liability company in Vietnam, the application includes:
Firstly, notice of establishment of representative office;
Secondly, a written decision of the Members’Members’office’senterprise’sestablishingoffice’senterprise’s Council on thMembers’hment of a representative office;
Thirdly, minutes of the Members’ Council meeting on the establishment of a representative office;
Moreover, decMembers’oint the head of the representative office of the Members’ Council;
Also, a valid copy of one of the head of the representative office (ID card/citizen identity card/passport).
b) For a single-member limited liability company in Vietnam:
The dossier is similar, except for the meeting minutes because the limited liability company does not have a Members’ Council and has only one owner:
Notice of establishment of representative office;
In addition, a written decision of the company owner on the establishment of a representative office;
Moreover, the decision to appoint the head of the representative office of the company owner;
Besides, a valid copy of one of the headsheads of the representative office (ID card/citizen identity card/passport).
Process and procedures for establishing a representative office of a limited liability company in Vietnam
Place of application: The company applies to the Business Registration Office – Provincial Department of Planning and Investment where the representative office is located.
Receive results: After receiving the valid dossier of the enterprise; the provincial business registration office enters information into the National Business Registration Information System to request the representative office code; then issues Certificate of operation registration of representative office.
Besides:
If the application is not valid and is not resolved; the Business Registration Office shall issue a written notice of amendment and supplementation, clearly stating the reasons for the applicant.
Within 10 working days from deciding to establish a representative office; the enterprise shall send a notice of establishing an office enterprise’s representative office to the Business Registration Office. In case your business shows a representative office in another province or city where the enterprise’s head office is located; the Business Registration Office where the representative office is headquartered shall send information to the Business Registration Office where the enterprise’s headquarters is located.
After establishing a representative office; you will need to do one more procedure: notify the representative office’s seal sample (if any).
Finally, hope this article about Establishing a representative office of a limited liability company in Vietnam is helpful for you!
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Related questions
Firstly, the single-member LLC will stay under the control of an organization or individual who will have the full right to decide on all issues related to the company’s operations; and does not need to seek opinions or suggestions from the other subjects; which makes the management of the company is also simpler.
Secondly, the owner of a single-member LLC is only responsible for the company’s activities within the amount of capital they contribute to the company; so it poses little risk to the owner. This is also an outstanding advantage when compared to private enterprises.
When talking about the liability, the company is only responsible for debts within the amount of capital they contribute to the company; then it poses little risk to capital contributors.
Moreover, the number of members is neither too little nor too much; and the members are usually acquaintances and trust each other. Therefore the management and administration of the company are easier and not too complicated like a joint-stock company. The capital transfer regime remains under restriction; which gives investors the ability to control the change of members, limiting the penetration of strangers.
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