Establish foreign-invested company providing customs agent services in Vietnam

A company provding customs agent services (including customs clearance services) is a unit specializing in customs services, licensed by the customs authority, and responsible for the contents declared on customs declaration for the customer.

Legal basis

• Trade agreements: WTO, AFAS, VJEPA, VKFTA, EVFTA, CPTPP;
• Decree No. 163/2017/ND-CP dated December 30, 2017 regulating the business of logistics services.

Conditions of market access when establishing a foreign-invested company providing customs agency services

Regulations in the Agreements

In the trade agreements that Vietnam is a member, it is noted:

Customs clearance services (or “customs brokerage services”) alow establishment of joint ventures without limitation of foreign ownership.

Accordingly, foreign investors who want to do business in customs clearance agency services (including customs clearance services) only have to establish a joint venture company with Vietnamese investors without any limitation on the rate of foreign investors in joint ventures. The simplest understanding is that foreign investors can contribute up to 99% of the company’s capital, while Vietnamese investors need only contribute 1%.

Regulations of Vietnamses law

In case of trading in customs clearance services belonging to maritime transport support services, they may establish an enterprise or contribute capital, purchase shares or contributed capital in an enterprise, including capital contributed by domestic investors. Foreign investors are allowed to establish a commercial presence in Vietnam in the form of a business co-operation contract.

The condition of providing customs agency services

• Having a enterprise registration certificate or an business registration certificate with a business line of freight forwarding services or a customs clearance agent;
• Having agent staff to carry out customs procedures;
• Having information technology infrastructure that satisfies the conditions for electronic customs declaration and other conditions as prescribed.

Customs agent staff is Vietnamese citizen and fully satisfy the following conditions:

• Having a college degree in economics, law or engineering or higher;
• Have a certificate of professional customs declaration;
• The customs authority shall issue a customs clearance agent staff’s identification number.

Procedures of establishment a foreign-invested company providing customs agency services

The establishment a foreign-invested company businessing customs agent service of foreign investors can be chose to establish it in two ways:

• Establishing a foreign-invested company; or
• Establishing a customs agent company, then foreign investors purchase stakes/ shares of Vietnamese companies.

Notwithstanding limitation to the capital contribution ratio, foreign investors of customs agent services are required to establish a joint venture company. Therefore, the investor chooses the form of establishment according to the procedure of foreign investors contributing capital or purchasing shares in a Vietnamese company will have more advantages. Specifically:

• The procedure to prove financial capacity is also simpler and easier.
• Company establishment dossiers are simpler and more convenient;
• Simple procedure for adjustment: When an enterprise only has an Enterprise Registration Certificate, it only has to be done when there is a change in company name, company address, owner information, etc. to carry out the same procedure as Vietnamese enterprises. However, foreign-invested companies still need to carry out the annual financial statement audit procedures.
• Foreign-invested companies, even though their members are foreign investors, are not required to carry out procedures for issuance of Investment Certificates. When an enterprise does not have an investment certificate, the procedure will be reduced when there is a change in the enterprise registration contents with the state agency.
• No obligation to report on project implementation, investment supervision reports, etc.;
• No procedures to update investment information on the investment management system.
• Cases in which foreign investors contribute capital or buying shares in Vietnamese company businessing customs agent services that already have a Certificate of Business Registration (even in the case of purchasing up to 99% of the company’s contributed capital) is not required to carry out the procedures for issuance of an Investment Registration Certificate.

For your information about Procedures for the capital contribution to establish a foreign-invested company in Vietnam, kindly refer to this article or contact us.

Customers demanding to establish a foreign-invested company businessing customs agent services, please contact Viet An Law Firm for the best support!