Currently, many foreign companies have been established in Vietnam. Besides companies in the fields of securities, construction, insurance, and banking, there are more and more foreign law firms established in Vietnam. Next, Viet An Law will help customers understand clearly about establishing a foreign law firm in Vietnam according to the provisions of the law.
Table of contents
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Legal basis
Law on Investment 2020;
Law on Lawyers 2006, as amended and supplemented in 2012 and 2015;
Law on Enterprise 2020;
Decree 01/2021/ND-CP on business registration;
Decree 123/2013/ND-CP details several articles and measures to implement the Law on Lawyers, as amended and supplemented by Decree 137/2018/ND-
Circular 220/2016/TT-BTC of the Minister of Finance regulates the rates, collection, remittance, and management of fees and charges in the field of lawyer activities.
Foreign law firm in Vietnam
Form of organization of law practice
A foreign law firm is one of the practice forms of a foreign law practice organization in Vietnam according to Article 69 of the Law on Lawyers. Accordingly, foreign law firms can be established in the following forms:
Limited liability law firm with 100% foreign capital: a law-practicing organization established by one or more foreign law-practicing organizations in Vietnam.
Limited liability law firm in the form of a joint venture: a joint venture law practice organization between a foreign law practice organization and a Vietnamese law practice organization.
Partnership law firm: a law practice organization that is a partnership between a foreign law practice organization and a Vietnamese law partnership firm.
It is noted that the director of a foreign law firm is a foreign lawyer or a Vietnamese lawyer.
Scope of practice
Foreign law firms practicing in Vietnam are allowed to provide legal advice and other legal services.
They are not allowed to appoint foreign lawyers and Vietnamese lawyers in their practice organizations to participate in proceedings as representatives, defenders, or defenders of the litigants’ legitimate rights and interests before the Court. Vietnam or perform legal document and notarization services related to Vietnamese law.
Appoint a Vietnamese lawyer in your practice organization to advise on Vietnamese law.
Grant of establishment license foreign law firms in Vietnam
After being granted a Business Registration Certificate, to operate legally, the foreign law firm needs to carry out procedures to apply for a License to establish a foreign law firm according to the provisions of the Law on Lawyers.
This procedure is prescribed in Section 3, Chapter III of the Law on Lawyers and guided in Decree 123/2013/ND-CP, amended and supplemented by Decree No. 137/2018/ND-CP. Specifically:
Dossier components
According to Article 78 of the Law on Lawyers, documents requesting the establishment of a foreign law firm include:
Application to establish a foreign law firm;
Copies of documents proving the legal establishment of a foreign law-practicing organization issued by a competent foreign agency or organization; copy of the operation registration certificate of the Vietnamese law-practicing organization for the form of joint venture;
An introduction to the activities of foreign law-practicing organizations; An introduction to the activities of Vietnamese law-practicing organizations in the form of joint ventures;
List of foreign lawyers expected to work at the company; List of Vietnamese lawyers expected to work at the company with a copy of their Lawyer’s Card;
Draft charter of foreign law firm; Joint venture contract for joint venture form.
Power of attorney for organizations and individuals to carry out procedures.
Note on dossier
The application to establish a foreign law firm must be made in Vietnamese. Documents accompanying the application, if in a foreign language, must be translated into Vietnamese and the translation must be notarized and certified according to the provisions of Vietnamese law.
According to Article 28 of Decree 123/2013/ND-CP, an application to establish a foreign law firm has the following main contents:
Name, nationality, and head office address of the foreign law firm organization; name and head office address of the Vietnamese law-practicing organization for limited liability law firms in the form of joint ventures and partnership law firms between foreign law-practicing organizations and law firms Vietnamese partnership;
Name of the foreign law firm;
Field of practice of the foreign law firm;
Term of operation of the foreign law firm;
The headquarter of the foreign law firm;
Full name of the lawyer appointed as Director of a foreign law firm, accompanied by documents proving that the lawyer has been appointed by a foreign law-practicing organization as Director of a foreign law firm for at least 02 consecutive years of law practice practices;
Commitment of the foreign law-practicing organization to have at least 02 foreign lawyers;
Expected operating plan of the foreign law firm.
Authority to issue License
The Ministry of Justice is the competent authority to grant licenses to establish foreign law firms.
Information from the Ministry of Justice:
Address: 60 Tran Phu, Ba Dinh, Hanoi.
Phone: 04.62739718 – Fax: 04.62739359
The order of execution
Step 1: Submit an application for License.
Foreign law-practicing organizations submit 01 set of documents to establish a foreign law firm to the Ministry of Justice.
Method: Documents are sent directly or through the postal system to the Ministry of Justice.
Step 2: The Ministry of Justice receives and processes the dossier.
Within sixty (60) days from the date of receipt of complete documents and fees, the Ministry of Justice shall consider granting a License to establish a foreign law firm.
In case of refusal, written notification must be made.
Step 3: Grant establishment license
The result of carrying out administrative procedures is the License to establish a foreign law firm.
The license to establish a foreign law firm takes effect from the date of signing.
Register the operation of a foreign law firm
According to Article 79 of the Law on Lawyers, after being granted an Establishment License, a foreign law firm must register its operations at the Department of Justice in the locality where it is headquartered to be granted an Operation Registration Certificate.
Dossier components
Operation registration documents include:
Copy of License to establish a foreign law firm;
Documents proving the headquarters.
The order of execution
Within sixty (60) days from the date of issuance of the Establishment License, the foreign law firm must apply to register its operations at the Department of Justice in the locality where it is headquartered.
Within ten working days from the date of receipt of complete documents, the Department of Justice shall issue an Operation Registration Certificate to the foreign law firm.
Foreign law firms are allowed to operate from the date of issuance of the Operation Registration Certificate.
Some note
In case a foreign law firm intends to change one of the contents of the Establishment License, it must apply to the Ministry of Justice and the change can only be made with the approval of the Ministry of Justice.
Regarding fees (according to Circular 220/2016/TT-BTC):
Fee for appraisal of standards and practice conditions of foreign law-practicing organizations in Vietnam: 20,000,000 VND / dossier.
Appraisal of operating conditions of foreign law practice organizations in Vietnam: 2,000,000 VND/dossier.
Some famous foreign law firms in Vietnam
Mayer Brown JSM Law Firm.
Allen & Overy (Vietnam) Law Firm.
Baker McKenzie Vietnam Law Firm.
Frasers Law Firm.
Audier & Partners Law Firm.
Services for establishing a foreign law firm in Vietnam of Viet An Law
Legal advice on conditions, documents, procedures, and license to establish a law firm for foreigners in Vietnam;
Draft documents, records, and papers for clients as requested;
Representing customers, conducting procedures at competent state agencies, and responding to feedback;
Regular legal advice for the company after its establishment and operation.
Clients have related questions or need legal support regarding establishing a foreign law firm in Vietnam as well as establishing other companies, please contact Viet An Law for the best support.
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