Business license for goods retail distribution of foreign capital company in Vietnam

A goods retail distribution business license is a license granted by the Industry and Trade agency to a foreign capital company in Vietnam engaged in goods retail distribution in Vietnam. Therefore, only foreign capital company that meet the conditions for carrying out goods retail distribution can be granted this license.

Legal bases

• WTO commitments and international treaties on investment to which Vietnam is a signatory or accedia;
• Investment Law 2020;
• Decree 09/2018/ND-CP details the commercial law and the law on foreign trade management on goods purchase and sale activities and activities directly related to goods purchase and sale by foreign investors and foreign capital economic organizations in Vietnam.

Special groups of goods when applying for a license for goods retail distribution in Vietnam

Group 1: For  goods not on the list of goods banned from export and import and the list of goods not distributed in accordance with Vietnamese law or not subject to restrictions under international commitments to which Vietnam is a contracting party.

Group 2: For goods that are oils and greases;

Group 3: For goods such as rice; sugar; recorded items; books, newspapers and magazines;

Procedures for applying for a business license exercising the right to retail distribution

Dossier of application for a business license

• Application for a Business License
• Explanation
• Explanation of the conditions for issuance of corresponding business licenses as prescribed.
• Business plan: Description of contents and methods of conducting business activities; presentation of a business plan and market development; demand for labor; assessment of impacts and socio-economic efficiency of business plans;
• Financial plan: Report on business results on the basis of audited financial statements of the latest year in case it has been established in Vietnam for 01 year or more; explanation of capital, capital sources and capital mobilization plans; enclose documents on finances;
• Business situation of goods purchase and sale activities and activities directly related to goods purchase and sale.
• Documents of the tax authorities proving that there is no longer any overdue tax owed.
• Copy: Certificate of business registration; Certificate of investment registration of the project on goods purchase and sale activities and activities directly related to goods purchase and sale (if any).

Procedures for applying for a license for goods retail distribution of a foreign capital company in Vietnam

Applications shall be submitted in person or by post or electronically (if eligible) to the Licensing Authority.

• Number of applications:
• In case of issuance of a business license for retail distribution of goods in Group 1: 01 set;
• In case of issuance of a business license for goods retail distribution in Group 2: 02 sets;
• In case of issuance of a business license for goods retail distribution in Group 3: 03 sets.
• Within 28 working days after receiving a valid dossier, the licensing agency shall check the validity and send the dossier together with a written opinion to the Ministry of Industry and Trade and the Ministry of Industry and Industry Management for comments on the contents of issuance of business licenses according to regulations.

Some questions about foreign investors applying for a license for retail distribution business in Vietnam

What additional conditions does the company need to exercise the right to retail distribution at the retail establishment?

With a business license to conduct retail distribution, the company is allowed to retail online on company websites and e-commerce platforms. However, in order to retail at a retail establishment, the company must apply for a business license and establish a retail establishment.

What is the maximum percentage of foreign investors’ ownership in the company that performs retail distribution?

Restrictions on the percentage of contributed capital are set for a number of industries with specific conditions that investors intend to register. However, the retail industry has no requirement for the percentage of capital contributed by investors. Thus, investors can apply for a maximum capital ratio of 100%.

Foreign investor consulting services for applying for a license for goods retail distribution of a foreign capital company in Vietnam by Viet An Law Firm

• Advising on conditions, guiding investors to prepare necessary documents to carry out procedures for applying for business licenses;
• Representing investors and economic organizations to submit and process dossiers arising with concerned agencies in the process of carrying out procedures for applying for business licenses;
• Support consulting and guiding customers on activities arising in the process of investment and business in Vietnam.

Foreign investors wishing to establish a company, apply for a retail business license of goods, please contact Viet An Law Firm for the fastest support.