Change of head office address of a representative office of a foreign company in Vietnam

During the operation in Vietnam, when a representative office of a foreign trader wishes to change the address of the representative office’s head office, it must carry out procedures for adjusting the License for establishment of the representative office.

Legal basis

1. Commercial Law 2005;
2. Decree 07/2016/ND-CP detailed regulations on establishment of representative offices or branches of foreign traders in Vietnam under laws on commerce.
3. Circular No. 11/2016/TT-BCT on forms prescribed in Decree 07/2016/nd-cpon guildelines for the law on commerce in terms of representative offices and branches of foreign traders in Vietnam.

In case of changing the address of the head office in a province or in a geographical area under the management of a Management Board

The adjustment dossier includes

1. An application form for modification of a representative office establishment license signed by a competent representative of the foreign trader;
2. A copy of the memorandum of understanding or the agreement to lease the location or the copy of the contract to rent the location for the new headquarters of the Representative Office;
3. A copy of the document on the proposed location of the representative office’s headquarters: A copy of the certificate of land use right; Enterprise registration of the lessor; decide to build the building…;
4. Original License for Establishment of Representative Office.

Order and procedures for changing the representative office license of foreign traders in Vietnam

1. Within 60 working days from the date of change of the head of the representative office, the foreign trader must carry out procedures for adjustment of the representative office establishment license.
2. Foreign traders submit 01 application to the licensing agency.
3. Within 03 working days from the date of receipt of the dossier, the licensing agency shall check and request supplementation if the dossier is incomplete or invalid. The request for additional records is made at most once during the processing of the application.
4. Within 05 working days from the date of receipt of complete and valid dossiers, the licensing agency shall adjust or not amend the representative office establishment license. In case of non-adjustment, a written explanation must be clearly stated.

In case of changing the head office address of a representative office from a province or a geographical area under the management of one Management Board to another province or geographical area under the management of another Management Board

Foreign traders carry out procedures for re-grant of operation licenses for establishment of representative offices.

The re-grant dossier includes

1. An application form for re-grant of a representative office establishment license, made according to a form signed by a competent representative of the foreign trader;
2. Notice of termination of operation of the representative office to the licensing agency where it is relocated;
3. A copy of the License for Establishment of the Representative Office has been granted;
4. A copy of the memorandum of understanding or the agreement to lease the location or the copy of the contract to rent the location for the new headquarters of the Representative Office;
5. A copy of the document on the proposed location of the representative office’s headquarters: A copy of the certificate of land use right; Business registration of the lessor; decide to build the building…;

Procedures for re-grant of licenses for establishment of representative offices

1. The foreign trader shall carry out procedures for re-grant of a representative office establishment license within 30 days from the date of notification of the termination of operation of the representative office in the place of relocation. Past the above time limit, the foreign trader must conduct procedures for granting a new license to establish a representative office.
2. Foreign traders submit 01 set of dossiers to the licensing agency.
3. Within 03 working days from the date of receipt of the dossier, the licensing agency shall examine and request supplementation if the dossier is incomplete or invalid. The request for additional records is made at most once during the processing of the application.
4. Within 05 working days from the date of receipt of complete and valid dossiers, the licensing agency shall re-grant the representative office establishment license. In case of refusal to re-grant, a written explanation must be clearly stated.

Note

1. Regarding the address of the representative office’s head office:

• The location of the head office of a representative office of a foreign trader must comply with the provisions of Vietnamese law on security, order, occupational safety and health conditions and other conditions as prescribed by law
• Representative offices are not allowed to lend or sublease their head office.
• The location of the representative office’s head office must not be located in an apartment or collective.

2. Immediately after being granted a representative office operation license with new representative office address information, foreign traders should pay attention to the following contents:

• Keeping the lease contract for the new head office location;
• Carry out registration procedures for change of tax registration information;
• Carry out procedures to change the seal sample of the representative office in case the head office is moved to another province/city.
• Change the insurance registration information of the representative office and change the information on other records and papers of the representative office related to the head office of the representative office.

Customers who need to adjust the License for establishment of representative office or have related questions, please contact Viet An Law Firm for more details!