How are seals of foreign traders' representative offices regulated?

A seal of a foreign entity's representative office in Vietnam is used to serve activities of such a representative office. Many regulations on seals have been abolished, making the registration of a seal for a foreign trader’s representative office quite complex. Let’s explore relevant regulations on representative office seals with NPLAW in the following article!

I. Cases requiring the registration of seals for foreign trader’s representative offices

Pursuant to Article 10 of Decree 99/2016/ND-CP, cases requiring the registration of a seal for a foreign trader’s representative office include:

- Foreign organizations without diplomatic functions may bring their seals from abroad into Vietnam for use. Accordingly, an imported seal must neither contain images, symbols or names of the State of Vietnam, or Vietnamese agencies or organizations, nor violate Vietnam's historical traditions, culture, ethics or customs. Before using such a seal, an organization must register its seal sample with the relevant registration authority.

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- If a foreign organization does not bring a seal into Vietnam but instead requests the production of a seal in Vietnam, it must complete the seal sample registration procedure with the relevant registration authority. 

II. Regulations on seals of foreign trader's representative offices

The seal of a foreign trader's representative office is considered the seal of a foreign agency or organization in Vietnam, as stipulated in Articles 9 and 10 of Decree 99/2016/ND-CP as follows:

- For the seal of foreign diplomatic representative agencies, diplomatic representative agencies, consular offices and representative offices of international organizations in Vietnam, as well as consular sections, military attache offices and other sections under foreign diplomatic representative agencies in Vietnam are obliged to notify the Ministry of Foreign Affairs of Vietnam about the seal sample before using it.

- For the seal of foreign organizations without diplomatic functions:

+ Foreign organizations without diplomatic functions may bring their seals from abroad into Vietnam for use. The imported seal must not include images, symbols, or names of the State of Vietnam, Vietnamese agencies or organizations, nor violate Vietnam's historical traditions, culture, ethics, or customs. Before using the seal, organizations must register their seal sample with the seal registration authority as stipulated in Article 12 of Decree 99/2016/ND-CP, and registration dossiers must comply with Clause 10, Article 13 of Decree 99/2016/ND-CP.

+ If a foreign organization does not bring a seal into Vietnam but requests the production of a seal within Vietnam, it must complete the seal sample registration procedure with the registration authority as stipulated in Article 12 of Decree 99/2016/ND-CP, and registration dossiers must comply with Clause 10, Article 13 of Decree 99/2016/ND-CP.

III. Procedures for registering seals of foreign trader's representative offices

Procedures for registering a seal of a foreign trader’s representative office are implemented in accordance with Article 11 of Decree 99/2016/ND-CP and include the following steps:

Step 1: Preparing an application dossier

Pursuant to Clause 10, Article 13 of Decree 99/2016/ND-CP, a registration dossier for a seal of a foreign trader’s representative office, applicable to foreign organizations without diplomatic functions legally operating in Vietnam, includes an operation license issued by a competent authority in Vietnam. 

Additionally, for foreign organizations bringing seals into Vietnam for use, the seal must be submitted along with the application dossier to the seal registration authority for inspection and registration, as stipulated in Clause 6, Article 11 of Decree 99/2016/ND-CP.

Step 2: Submitting the application dossier

The dossier can be submitted either directly at the application reception department or via the online portal of the seal registration authority.

Step 3: Receiving and processing the application dossier

The receiving officer is responsible for reviewing the information, documents, and papers in the application dossier and handling them according to the following regulations:

- If the dossier is valid, the receiving officer must issue a receipt specifying the date of submission and the expected date of result issuance. The receipt is handed directly to an individual authorized by an agency, organization or state official to submit the application.

- If the dossier is incomplete, the receiving officer must immediately notify and guide agencies, organizations or state officials in completing the application.

- If the dossier does not meet required legal conditions, the seal registration authority must issue a written response within the prescribed time limit, explaining the refusal to process the application.

- For online submissions, the receiving officer must notify processing results through an electronic contact address provided by an applicant.

Within three (03) working days from the date of receipt of the complete application, the seal registration authority is responsible for issuing registration results.

IV. Questions on seals of foreign trader’s representative offices

1. Is a foreign trader’s representative office required to return its old seal when making a new one?

Pursuant to Clause 1, Article 18 of Decree 99/2016/ND-CP, agencies, organizations and state officials must submit their seals to the seal registration authority (as stipulated in Article 12 of this Decree) in the following cases:

• Re-registration of a seal due to deformation, wear, damage, material changes or organizational changes, including name;
• A decision regarding division, merger, consolidation, dissolution, operation termination, or mission conclusion from the competent agency;
• A decision on revoking the establishment and operational license, the operation registration certificate, or the operational license;
• A lost seal is recovered after its validity has been revoked;
• A decision on suspending or terminating operations from the competent authority; Other cases as specified in Clauses 1-8 of Article 6 of this Decree.

Additionally, according to Point a, Clause 2, Article 18 of Decree 99/2016/ND-CP, regarding a submission, withdrawal, destruction, and revocation of seal usage, it is stated that for cases specified in point a, Clause 1 of this Article, before receiving a new seal, an agency, organization or individual must submit its previously registered seal to the seal registration authority for withdrawal and destruction as required by Law.

Based on these provisions, a foreign trader’s representative office must submit its previously registered seal before obtaining a new one.

2. Can a foreign trader’s representative office in Vietnam register an additional seal?

Pursuant to Point c, Clause 4, Article 5 of Decree 99/2016/ND-CP, economic organizations may decide the use of additional seals at their discretion.

Thus, there are no legal restrictions on a representative office obtaining an additional seal. However, the office must comply with general principles outlined in Article 4 of Decree 99/2016/ND-CP.

3. How to re-apply for a seal for a foreign trader's representative office?

The process for re-applying for a seal for a foreign trader’s representative office is implemented in accordance with Article 11 of Decree 99/2016/ND-CP and consists of the following steps:

Step 1: Preparing an application dossier

Based on Article 17 of Decree 99/2016/ND-CP, an application dossier must include a written request for re-issuance of the seal registration certificate, specifying the reason for the reissuance.

Step 2: Submitting the dossier

Submitting the dossier directly or through the electronic portal of the seal registration authority.

Step 3: Receiving and processing the dossier

Within three (03) working days from the date of receiving the application, the seal registration authority must issue the result of the re-registration of the seal.   

4. Duration of using seals of foreign trader's representoffices

Based on use and management principles of seals stipulated in Article 4 of Decree 99/2016/ND-CP, a seal of a foreign trader’s representative office must comply with the Constitution and Laws of Vietnam.

The Law on Enterprise 2020 has abolished requirements to notify the business registration authority of the seal sample. As a result, starting from January 1, 2021, enterprise seals can be used indefinitely. Therefore, a seal of a foreign trader’s representative office is also used indefinitely.

V. Should you consult a lawyer for issues related to seals of foreign trader's representative offices?

Issues related to seals of foreign trader’s representative offices are legal procedures that require experience and understanding of the relevant regulations. Therefore, consulting a lawyer is necessary because it helps:

- Save time and travel costs by avoiding confusion about legal regulations concerning seals of foreign trader’s representative offices.

- Receive legal support in preparing an application and completing registration processes.

- Reduce errors and avoid incomplete applications leading to rejection.

- Resolve any arising issues promptly and efficiently during the seal registration process.

Ngoc Phu Law Firm (NPLAW) is a reputable law firm with extensive experience in the legal field, committed to providing prompt and high-quality legal services at reasonable fees. Their professional and dedicated team of lawyers ensures the best solutions, protecting your legal rights and interests.

The above article provides valuable information on seals of foreign trader’s representative offices. We hope it helps you gain useful legal knowledge. If you have any further questions, don’t hesitate to contact NPLAW for expert advice and support.