Decree 14/2024/ND-CP amending regulations on foreign trade management

On February 7, 2024, the Government issued Decree 14/2024/ND-CP amending regulations on foreign trade management, with a focus on revising the procedures for granting establishment licenses for representative offices in Vietnam of foreign trade promotion organizations (including governmental or non-governmental organizations, associations, and unions established under foreign laws). These entities are required to establish representative offices when conducting activities related to trade promotion in Vietnam. Viet An Law will summarize the new points of this Decree in the article below.

Basic information about Decree 14/2024/ND-CP

• Date of Issuance: February 7, 2024
• Effective Date: March 25, 2024
• Signed by: Le Minh Khai
• Amended Document: Decree 28/2018/ND-CP guiding the Law on Foreign Trade Management.

Overview of new points in the procedures for granting licenses for representative offices of foreign trade promotion organizations

Ministry of Industry and Trade delegates licensing authority to the Department of Industry and Trade

According to Clause 1, Article 1 of Decree 14/2024/ND-CP, which amends certain provisions of Article 26 of Decree 28/2018/ND-CP, foreign trade promotion organizations establishing a representative office in Vietnam must submit one set of application documents to the Department of Industry and Trade of the province or centrally-run city where the representative office is expected to be located, to apply for the establishment license for the representative office in Vietnam.

This regulation aims to implement the policy of decentralizing authority to local levels, thereby reducing the administrative burden currently managed at the central level.

Addition of an online submission method

For the five procedures, including new issuance, amendment, re-issuance, extension, termination of operation, and revocation of the establishment license for a representative office in Vietnam, foreign trade promotion organizations can choose one of the following three methods for submitting their applications:

• Postal submission: Send via postal mail to the licensing authority.
• Direct submission: Submit directly at the headquarters of the licensing authority. The applicant must have an introduction letter or authorization from the organization, translated into Vietnamese and legalized according to Vietnamese law.
• Online submission: Submit electronically through the National Public Service Portal or the provincial-level administrative procedure resolution information system, with legally valid electronic documents.

The online submission method with legally valid electronic documents will enhance work efficiency, saving time for both applicants and the relevant authorities.

Processing time for applications

New issuance

The processing time for the establishment license of a representative office has been extended from 15 days (as stipulated in Article 26 of Decree 28/2018/ND-CP) to 20 days from the date of receiving a complete application (Point c, Clause 1, Article 1 of Decree 14/2024/ND-CP).

Additionally, Decree 14/2024/ND-CP introduces a specific processing time for cases where the licensing application for the representative office involves trade promotion activities for goods and services specifically used for security and defense purposes, requiring consultation with the Ministry of Public Security and the Ministry of National Defense (Article 26.8 of Decree 28/2018/ND-CP). In such cases, the processing time will be doubled compared to the regular procedure, extending to 40 days from the date of receiving a complete application.

Re-issuance

The new regulations also extend the processing time for re-issuing a license from 10 days (as stipulated in Article 28.4 of Decree 28/2018/ND-CP) to 14 days from the date of receiving a complete application and to 26 days for re-issuance procedures involving a change in the head office address to a different province, newly supplemented in Decree 14/2024/ND-CP.

Supplementary case for non-renewal of establishment license

According to the amendments in Decree 14/2024/ND-CP amending regulations on foreign trade management, the licensing authority may refuse to renew the establishment license of a representative office of foreign traders if there are signs that the foreign trade promotion organization is involved in activities harmful to national security, defense, public order, social safety, or contrary to Vietnam’s historical traditions, culture, ethics, and fine customs. This means that even without concrete evidence if such signs are present, the licensing authority has the right to refuse license renewal.

This regulation aims to strengthen the management and supervision of the activities of representative offices, ensuring that foreign organizations operating in Vietnam do not negatively impact society and national security.

Cases of license amendment

Decree 14/2024/ND-CP supplements Article 27.1.a of Decree 28/2018/ND-CP with the case of “changing the information of the head of the representative office as stated on the license.”

Additionally, the case of changing the location under Article 27.1.b has been limited to “within the province or centrally-run city where the representative office is headquartered.” This addition aims to unify the licensing authority as per Clause 1, Article 1 of Decree 14/2024/ND-CP, which delegates the licensing authority to the Department of Industry and Trade. Therefore, in the case of changing the address to a different province, the representative office must undergo the procedure for re-issuing the license.

Additional conditions for re-issuance of licenses

Regarding cases for re-issuance of licenses, Decree 14/2024/ND-CP has supplemented the following cases:

• The establishment license of the representative office is lost, burned, torn, damaged, or otherwise destroyed.
• Changing the location of the representative office to a different province. This is a newly added case along with the changes in the cases of license amendments.

Specifically, the procedures for a foreign trade promotion organization’s representative office changing its headquarters to a different province or centrally-run city are supplemented in Article 28.1a of Decree 14/2024/ND-CP with the following specific requirements:

• Notification 90 days in advance: No later than 90 days before the proposed date of the change, the representative office must send a notification of the change to creditors, employees, and other stakeholders.
• Content of the notification: The notification must clearly state the expected date of the headquarters change.
• Public notification: The notification must be publicly posted at the representative office’s headquarters and published in print or electronic newspapers allowed to circulate in Vietnam for three consecutive issues.

Additionally, the application for changing the headquarters of a foreign trade promotion organization’s representative office to a different province or centrally-run city under Article 28.2(b) of the Decree includes the following new points:

• Application for termination of activities at the old location: Including a written request to terminate activities at the old location and documents proving the public posting and newspaper publication of the termination of activities of the representative office at the old location.
• Application for a new headquarters license: Including a written request for a license for the new headquarters and other related documents.
• Method of submission: Added the option of online submission through the National Public Service Portal or the provincial-level administrative procedure resolution information system, in addition to submission by postal mail or direct submission at the licensing authority’s headquarters. ​

Regarding the re-issuance procedure, besides the provisions as stipulated in Decree 28/2018/ND-CP, the re-issuance procedure is supplemented with the regulation “After re-issuing the establishment license of the representative office, the licensing authority shall send an electronic copy of the re-issued license to the agencies specified in Clause 7, Article 26 of Decree 28/2018/ND-CP” (supplemented at Point đ, Clause 1, Article 1 of Decree 14/2024/ND-CP).

Cases for termination of representative office operations

Compared to Decree 28/2018/ND-CP, Decree 14/2024/ND-CP has several important amendments regarding the cases for termination of operations of foreign trade promotion organizations’ representative offices in Vietnam with some follwing key points:

• Non-operation: Added the case where the representative office does not officially operate within 6 months from the date of license issuance.
• Incorrect operation: More specific regulation, adding the case where the representative office does not operate according to its designated functions as stipulated by Vietnamese law and international treaties to which Vietnam is a member.
• Harmful activities: More detailed provision about cases where there is evidence that the representative office participates in or sponsors activities harmful to national security, defense, public order, and social safety, and contrary to Vietnam’s cultural traditions, ethics, and customs.
• Labor law violations: Added the case where the licensing authority receives an official notice from competent authorities about labor law violations by the foreign trade promotion organization to the extent of criminal liability.
• UN sanction list: Added the case where the foreign trade promotion organization is subject to sanctions under United Nations Security Council resolutions.
• Notification and process for termination: Specifically regulated the notification of termination of activities at least 90 days before the proposed termination date, including sending notices to creditors, employees, and other stakeholders; the notice must be publicly posted at the representative office’s headquarters and published in newspapers for three consecutive issues.

These changes in Decree 14/2024/ND-CP help clarify the causes for the termination of representative office operations, ensuring transparency and efficiency in managing the activities of foreign trade promotion organizations in Vietnam.

Notification obligations for new or re-issued licenses

After issuing or re-issuing the establishment license of a foreign trade promotion organization’s representative office in Vietnam, the licensing authority is responsible for sending an electronic copy of the license to the following agencies:

• Ministry of Industry and Trade
• Ministry of National Defense
• Ministry of Public Security
• Departments of Industry and Trade of provinces and centrally-run cities nationwide
• Provincial agencies where the representative office is headquartered, including the Provincial People’s Committee, tax authorities, statistical agencies, and public security agencies.

The new points of Decree 14/2024/ND-CP have changed the requirement from a paper copy to an electronic copy of the license for notification, meeting the new requirements of public services and facilitating businesses.

Scope of activities of representative offices

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