Currently, many Vietnamese companies are actively seeking new business opportunities through franchising with well-known brands. With the emergence of more and more international brands, franchising is rapidly changing the face and trends of the Vietnamese market, which can be mentioned. Realize that franchising is a dynamic business in Vietnam. Lawyer X provides a prestigious and cheap franchise registration service in 2022. Please find out through the article below.
Legal grounds
- Commercial Law 2005
What is Franchise?
Regarding the concept of commercial franchising, according to the provisions of Article 284 of the Commercial Law 2005, the specific contents are as follows:
Franchising is a commercial activity whereby the franchisor permits and requires the franchisee to conduct the purchase and sale of goods and provide services under the following conditions:
The purchase and sale of goods and provision of services shall be conducted in accordance with the manner of business organization prescribed by the franchisor and shall be associated with trademarks, trade names, business secrets, business slogans and symbols. business and advertising images of the franchisor;
The franchisor has the right to control and assist the franchisee in running the business.
Franchise conditions
Franchisee conditions:
According to the provisions of Decree 35, the franchisor must satisfy the following conditions:
The business system intended for franchising has been in operation for at least 1 year;
Registered commercial franchising with the competent authority;
Business goods and services subject to commercial rights do not violate law provisions.
Conditions of the franchisee
There is only one prerequisite for the franchisee – that is, to have a business registration in accordance with the subject matter of the commercial right (Article 6 of Decree 35).
1-year operation requirement: Decree 35 requires franchisors, both foreign and Vietnamese, to operate for at least 1 year before franchising into Vietnam or franchising to another Vietnamese trader (Clause 1, Article 5 of Decree 35).
In case a Vietnamese trader is a primary franchisee from a foreign franchisor, that Vietnamese trader must operate the franchise system for at least 1 year before re-granting the commercial right (Clause 1, Article 5). Decree 35).
Goods and services permitted for franchise business:
All goods or services may be franchised provided that:
Goods and services not on the list of goods and services banned from business
In the list of goods and services subject to conditional business, an enterprise is only permitted to do business after it has been granted a business license by the sector management agency, papers of equivalent value, or fully meets the business conditions. (Article 7 Decree 35).
Types of Franchise
Franchise by territory
Franchising by territory has several forms as follows:
Domestic Franchise: Vietnamese brands have now also begun to develop franchising activities between new businesses, often between large enterprises and newly established enterprises.
Franchising from abroad to Vietnam: This is the form in which foreign brand owners invest in Vietnam in the form of franchise. Some famous brands can be mentioned such as KFC, ADIDAS, Nike, etc.
Franchising from Vietnam to abroad: Currently, there are famous brands in Vietnam that have been franchised to other countries, including brands such as Trung Nguyen coffee, Pho 24, etc.
Franchising based on business criteria
According to business criteria, there are several forms of franchising as follows:
Product distribution franchising: This is a form in which the franchisor allows the franchisee to distribute the products he produces or the services he provides within a certain scope and time. However, the franchisee is only allowed to use logos, brand names, slogans, logos, etc. in business activities, promoting products and services.
Franchise using business formula
Currently, this is considered the most popular form of commercial transfer, also known as a business franchise. Accordingly, the franchisor not only allows the franchisee to distribute products under their own brand name, but also to transfer business techniques, business management formula and support. give the employees of the franchisee basic requirements and skills.
Franchise Registration
When wanting to franchise, the owners must register with the competent authority.
Cases that need to register for a franchise
Carrying out commercial franchising from foreign countries into Vietnam, including initial franchises and secondary franchises;
The following franchising activities are not subject to franchise registration: (Clause 2, Article 3, Decree 120/2011/ND-CP)
Domestic franchising;
Franchising from Vietnam to abroad.
Cases that do not need to register a franchise
Pursuant to the provisions in Clause 1, Article 17 of Decree 35/2006/ND-CP, supplemented by Clause 2, Article 3 of Decree 120/2011/ND-CP, then:
The following cases are not required to register for commercial franchising, the periodical report must be made to the Department of Industry and Trade no later than January 15 of each year according to the form in Part B, Appendix III of this Circular. 09/2006/TT-BTM.
Domestic franchising;
Franchising from Vietnam to abroad.
In addition to the above two cases, before conducting commercial franchising activities, foreign traders franchise into Vietnam, including franchising activities from export processing zones, non-tariff zones; or other commercial zones. If they enter a separate customs area according to the provisions of Vietnamese law, they must register their franchising activities with the Ministry of Industry and Trade.
Order and procedures for franchise registration
Step 1: Prepare documents
Application for registration of franchising activities;
Franchise brochure;
A copy of the business registration certificate or equivalent document of the foreign trader, certified by the competent authority where the foreign trader is established when franchising from abroad into Vietnam;
A copy from the original book or a certified copy or a copy presented with the original for comparison.
Industrial property rights protection titles in Vietnam or abroad in case of transfer of the right to use industrial property objects that have been granted protection titles;
A copy from the master book or a certified copy or a copy presented with the original for comparison;
Documents proving the consent of the original franchisor to allow re-franchise in case the trader registering for franchising is a secondary franchisor.
Step 2: Submit application directly or by post to the Ministry of Industry and Trade;
Step 3: The Ministry of Industry and Trade checks the validity and completeness of the application.
Step 4: If the application is complete and valid, the Ministry of Industry and Trade will verify the content of the application.
If the dossier meets the conditions, within 05 working days, the Ministry of Industry and Trade shall issue a Notice of approval of the franchise to the organization. If the application does not satisfy the conditions, within 03 working days the Ministry of Industry and Trade will reply in writing to the organization, clearly stating the reason for not accepting.
Step 5: After fulfilling the responsibility to pay the fee, the organization receives the Notice directly at the Ministry or by post.
Prestigious franchise registration service
When using Lawyer X’s franchise registration service, we will:
Advising on legal provisions related to commercial franchising;
Consult the process and procedures to be carried out to conduct franchising in accordance with the law;
Representing clients to carry out procedures at state agencies;
Consulting and drafting franchise contracts;
Consulting on potential, financial and opportunities as well as possible obstacles in the process of franchising;
Related article:
- Commercial franchise that foreigners should know in Vietnam
- Franchising with foreign elements in Vietnam
Contact LSX Lawfirm
Finally, we hope this article is useful for you to answer the question about: “Prestigious franchise registration service in Vietnam”. If you need any further information, please contact LSX Law firm: +84846175333 or Email: [email protected]
Frequently asked questions
“Commercial rights” include one, some or all of the following rights:
– The right to be permitted by the Franchisor and to require the Franchisee to conduct its own business of providing goods or services according to a system prescribed by the Franchisor and associated with a trademark, brand name commercial, business slogans, business logos and advertisements of the franchisor;
– The right granted by the franchisor to the primary franchisee of general commercial rights;
– The right is re-granted by the secondary franchisor to the secondary franchisee under the general franchise contract;
– The right granted by the franchisor to the franchisee under the commercial rights development contract.
The franchisee may transfer the commercial right to another intended franchisee when the following conditions are satisfied:
The party expected to receive the transfer meets the provisions of Article 6 of this Decree;
– With the approval of the franchisor that has granted him/her commercial rights (hereinafter referred to as the direct franchisor).
The Franchisee must submit a written request for the transfer of the franchise to the Franchisee directly. Within 15 days from the date of receiving the written request of the Franchisee, the direct franchisor must reply in writing clearly stating:
– Accept the franchisee’s transfer of commercial rights;
– Refuse the franchisee’s transfer of commercial rights and state the reasons therefor.
Conclusion: So the above is Prestigious franchise registration service in Vietnam. Hopefully with this article can help you in life, please always follow and read our good articles on the website: lsxlawfirm.com
