Restaurant Industry Legal Consultation in Vietnam

Nowadays, the restaurant business is developing strongly, creating many attractive business opportunities for investors. During the formation and operation of a restaurant, investors must comply with legal regulations related to various fields, from establishment procedures, environmental protection commitments, food safety, trademark protection, to specific business licenses such as alcohol business licenses. Understanding and complying with these regulations not only helps businesses avoid legal risks but also builds trust with clients and ensures sustainable business operations. Below, Viet An Law will provide legal consultation in the restaurant sector.

Consulting on establishing a restaurant business in Vietnam

Establishing a company to operate a restaurant is not mandatory, but if one wishes to conduct business legally and professionally, establishing a company is essential and brings many benefits. When establishing a company for a restaurant business, the following issues should be noted:

Conditions for establishing a company

When establishing a company, attention should be given to conditions under the 2020 Enterprise Law, such as:

• Entities and individuals have the right to establish a company
• Company name
• Head office address
• Business entity type

Based on the number of investors, total capital investment, and capital-raising needs, the business entity can choose from popular company models such as joint-stock companies, single-member limited liability companies, or multi-member limited liability companies.

Some relevant industry codes for restaurant businesses are as follows:

• Restaurants and mobile food services: 5610
• Provision of catering services under non-regular contracts (banquets, meetings, weddings): 5621
• Other catering services (providing catering services under contracts with customers for a specific period; providing meal services under contracts; franchising food and beverage services at sports competitions and similar events): 5629

Conditions for foreign investors

For restaurant services, Vietnam has committed in its Schedule of Specific Commitments on Services under the WTO for food service (CPC 642) and beverage service (CPC 643).

Accordingly, there is no limitation on the foreign investor’s ownership ratio in the restaurant service sector. Furthermore, within 8 years from the date of accession, service provision should go hand-in-hand with investments in building, upgrading, or purchasing hotels. However, this condition is no longer in effect.

To establish a restaurant business in Vietnam, foreign investors must complete the procedure to obtain an Investment Registration Certificate before proceeding with the business registration process.

Business registration procedure

• If a foreign investor establishes a restaurant business, they need to submit a dossier to the investment registration authority to apply for an Investment Registration Certificate.
• The company founder or authorized representative must submit one dossier to the business registration authority where the company’s headquarters will be located.
• The Business Registration Office will issue the Enterprise Registration Certificate in the National Business Registration Database within 03 working days after receiving the valid dossier.

Consultation on trademark registration for restaurants

Entities to register for protection

A trademark is any sign capable of distinguishing the goods and services of one organization or individual from those of another. Trademark registration is an essential step in protecting the restaurant’s interests, building the brand, and preventing infringement.

Entities that should register a trademark for a restaurant include:

• Logo, slogans
• Design and layout of the space
• Packaging, product labels
• Other distinctive elements in the form of letters, words, designs, images, etc.

Trademark classification for restaurants

Restaurant services are classified under Group 43 of the Nice Classification, which includes Eating and Drinking Establishments, Self-service Restaurants, Cafes, Self-service Cafes, Food and Beverage Services provided by restaurants, etc.

The trademark registration fee is calculated based on the number of classes and products within each class specified in the application. Therefore, clients need to provide a list of products and services intended for search and registration to know the exact cost.

Trademark registration process

The trademark registration file is submitted to the Intellectual Property Office for assessment and evaluation. The Intellectual Property Office will review the registration conditions and evaluate the possibility of granting a protection certificate for the trademark registered by the business.

If clients submit the trademark registration application through Viet An Intellectual Property Representation, the registration services provided by Viet An include:

• Performing a trademark search and assessing the likelihood of successful protection certificate issuance
• Consulting on how to modify the proposed trademark to increase the likelihood of successful registration
• Drafting the application and submitting it to the Intellectual Property Office
• Monitoring the registration process, examining the application at the Intellectual Property Office
• Representing clients throughout the process of establishing rights and responding to official correspondence with the Intellectual Property Office
• Providing updates and information to clients during the trademark protection registration process.

Consultation on fire safety and food hygiene

Conditions for ensuring fire safety

Pursuant to Decree No. 136/2020/ND-CP on Fire Safety, depending on the total business area or volume, restaurant owners must determine whether their facility is subject to fire safety management or if it is classified as a fire-risk facility.

In particular, restaurants with a total business area of 300m² or more or a total volume of 3,000 m³ or more must meet the strict conditions set out in Article 5 of the Decree.

Thus, based on the business scale, restaurant owners must carry out inspections, training, and professional development according to the corresponding facility category to ensure compliance with fire safety regulations.

Conditions for food hygiene and safety

Restaurant establishments must meet food hygiene and safety conditions according to the Food Safety Law 2010 and Decree No. 15/2018/ND-CP, such as:

Conditions for the restaurant premises:

• The kitchen must be arranged to prevent cross-contamination between raw and cooked foods
• There must be enough clean water for food preparation and business operations
• The drainage system in the restaurant and kitchen areas must be unobstructed and free from stagnant water
• The dining area must be well-ventilated, adequately lit, and maintained in a sanitary condition, with measures in place to prevent insects and pests
• There must be equipment for food storage, bathrooms, handwashing facilities, and daily waste disposal.

Conditions for food processing and storage:

• The food and ingredients must be traceable and safe for consumption, with food samples stored
• Food must be processed safely and hygienically
• Displayed food must be kept in glass cases or hygienic storage equipment that prevents dust, rain, sunlight, and pest invasion; food must be displayed on tables or shelves above the ground.

Conditions for food preparers:

• Health certificates for the business owner and food handlers issued by healthcare facilities at the district level or above; negative results for pathogens causing foodborne diseases (cholera, dysentery, typhoid) for food handlers in areas with ongoing diarrhea outbreaks as published by the Ministry of Health.
• Proof of food safety knowledge for the business owner and food handlers (certified copies from the facility).

Consulting on related licenses for restaurants in Vietnam

In addition to the above analysis, legal consultation in the restaurant sector also includes advising on various sub-licenses, such as:

Environmental License

Pursuant to Decree No. 08/2022/ND-CP, depending on the business production plan, scale, operational capacity, frequency of wastewater, waste, and emission of exhaust gases, etc., the restaurant business is required to determine whether it shall file an environmental protection plan. Businesses wishing to operate a restaurant shall carefully review the specific criteria outlined in Decree No. 08/2022/ND-CP.

Certificate of Food Safety Conditions

Except for restaurants within hotels pursuant to Article 12 of Decree No. 15/2018/ND-CP, other restaurants must obtain a Certificate of Food Safety in order to operate. Specifically:

• The restaurant business must submit a dossier to apply for a Certificate of Food Safety according to Article 36(1) of the 2010 Food Safety Law to the Department of Industry and Trade.
• Within 15 days from receiving a complete dossier, the Department of Industry and Trade will inspect the restaurant to ensure its compliance with food safety standards. If the restaurant meets the requirements, a certificate will be issued. If not, the Department will respond in writing, providing specific reasons for rejection.
• The Certificate of Food Safety is valid for 3 years (pursuant to Article 7 Circular 43/2018/TT-BCT).

Alcohol Business License

Pursuant to Decree 105/2017/ND-CP, as amended by Decree No. 17/2020/ND-CP, the business of alcohol is considered a conditional business activity and thus requires a business license. The types of alcohol business licenses include:

• License for industrial alcohol production;
• License to produce craft alcohol for business purposes;
• Alcohol distribution license;
• Alcohol wholesale license;
• Alcohol retail license;
• Alcohol license for on-site consumption

Traders shall submit the application dossier either directly, by post, or online (if eligible) to the competent authority. Within 10 working days from the date of receipt of a complete and valid dossier, the competent authority shall review, appraise, and issue the license to the trader.

Legal advisory services in the restaurant sector by Viet An Law

• Consult on conditions, documentation, and procedures for establishing a restaurant business
• Advise on conditions and procedures to note for foreign investors;
• Conduct trademark searches, evaluate registration possibilities, and proceed with trademark registration;
• Consult on compliance with conditions regarding fire safety, food hygiene, and environmental protection;
• Provide advisory services for business licenses, such as environmental permits and alcohol business licenses;
• Offer legal consultation on taxation, labor, and other legal matters during restaurant operations

If you need legal advice in the restaurant sector, please contact Viet An Law Firm for the best support and assistance!