Legal regulations on establishing representative offices by foreign publishers in vietnam

Currently, establishing representative offices in Vietnam by foreign publishers is significantly widespread and reflects a Vietnam publishing market’s strong attraction for enterprises in the world. With a numerous and young population, Vietnam is one of countries having a large demand for knowledge and culture, especially useful books and media products (media publications) which are ideal investment for foreign publishers. However, this process also causes some specific troubles, involving complicated administrative procedures, strict requests on dossiers, and incisive understanding about legal regulations on areas.

I/ Understanding about establishing representative offices in Vietnam by foreign publishers 

Establishments of representative offices in Vietnam by foreign publishers mean publishers whose headquarters are located aboard set up official facilities in Vietnam to conduct business operations, managements, and transactions regarding the publishing of books, documents, and other media products. It creates these publishers the opportunity of accessing Vietnam’s market effectively and receiving benefits of advertising and distributing such products. 

II/ Legal regulations on the establishment of representative offices by foreign publishers in Vietnam 

1. What is the establishment of representative offices by foreign publishers in Vietnam?

The establishment of representative offices by foreign publishers in Vietnam means such publishers set up their management units in Vietnam, taking the responsibility for publishing operations in the country. Accordingly, representative offices aren’t legal entities and not allowed to conduct directly profitable activities, they only perform market research, trade promotion, quality control of products, and other supporting activities.   

2. Dossiers and procedures for applying for the License of establishing representative offices by foreign publishers in Vietnam

Pursuant to Articles 10 and 11 of the Decree No. 10/2016/ND-CP, dossiers and procedures for issuing the License of establishing representative offices by foreign publishers in Vietnam include:

Step 1: Preparing a dossier

- A proposal for issuing the Establishment License according to a form of the Ministry of Industry and Trade, signed by a competent representative of a foreign trader (foreign publisher);

- A copy of the Business Registration Certificate or equivalent value documents of a foreign trader;

- A written of assigning or delegating a Head of a foreign trader’s representative office;

- A copy of an audited financial report or a written confirmation on implementing tax or financial obligations in the latest fiscal year, or equivalent value documents issued or verified by competent agencies, organizations in which a trader’s representative office established, demonstrating the existence and actual operations of a foreign trader in the latest fiscal year;

- A copy of passport or citizen identity card (for Vietnamese citizens), or a copy of passport of a representative office’s Head (for foreigners);

- Documents on an expected location in which a trader set up its representative office, including:

- A copy of minutes or lease agreement, or a copy of documents confirming the right to exploit and use such a location;

- A copy of documents containing information on such a location as defined by Article 28 of this Decree and relevant legal regulations.

Step 2: Submitting the dossier

A foreign trader submits the dossier directly or online or via mail (if application conditions are adequate) to the Licensing agencies in which its representative office is set up.

Step 3: Implementing the dossier according to the legal processes

Within three (03) working days from the date of receiving the full and valid dossier, the Licensing agency checks and requests the supplement of deficiency and invalid dossiers. The supplement request is implemented at the maximum of once during the handling process.

3. Which agency has competent to allow foreign publishers establish their representative offices in Vietnam

Pursuant to Article 5 of the Decree No. 07/2016/ND-CP, the competence for issuing the License of establishing representative offices in Vietnam is as follows:

- The Ministry of Industry and Trade of provinces and cities under central, in which a trader expectedly locates its representative office beyond industrial parks, export processing zones, economic zones and high-tech zones, shall be responsible for issuing the Establishing License of representative offices if the establishment isn’t subject to specialized legal documents.

Thus, the Ministry of Industry and Trade of provinces and cities under central authority is the competent agency to issue the License of establishing representative offices in Vietnam.

III/ Common questions on establishing foreign publishers’ representative offices in Vietnam 

1. How long is the duration of the Establishment License of representative offices of foreign publishers in Vietnam? 

Based on Clause 1, Article 9 of the Decree No. 07/2016/ND-CP, the duration of the Establishment License of representative offices of foreign publishers in Vietnam is five (05) years but not exceed the remaining period of the Business Registration Certificate or equivalent value documents of publishers in case of such documents regulated in a specific time.

2. Is it possible to request for re-issuing the License of representative offices of foreign publishers when being lost?

Based on Clause 2, Article 18 of the Decree No. 07/2016/ND-CP, when the Establishment License of the foreign publisher‘s representative office is lost, it is allowed to apply for re-issuing the License from the competent agencies.

IV/ Legal advice services on the establishment of representative offices of foreign publishers in Vietnam

NGOC PHU LAW COMPANY LIMITED is a professional law firm providing legal advice and support in implementing procedures for establishing representative offices in Vietnam by foreign publishers, as follows:

- Advising legal regulations on processes, procedures, and obstacles of the aforesaid issue;

- Supporting in preparing and drafting necessary documents to apply for the Certificate of eligibility of establishing representative offices by foreign publishers in Vietnam;

- Consulting on plans, designs, and construction activities of these representative offices.