Set up a retail establishment license for a foreign-invested company in Vietnam

Enterprise have demand to conduct retail activities in Vietnam, foreign investors need to satisfy certain conditions. According to Decree No. 09/2018/ND-CP, foreign-invested economic organizations that want to set up retail establishments in Vietnam need to be granted a license to set up retail establishments.

The condition to be granted a license to set up a retail establishment of a foreign-invested company

For establishment the first retail establishment

• Have a financial plan to set up a retail establishment;
• No overdue tax debt in case it has been established in Vietnam for 01 year or more;
• The location of the retail establishment is suitable for the relevant planning in the geographical market area.

The establishment of a retail establishment following the first retail establishment:

As prescribed by law, when setting up a retail establishment other than the first retail establishment, investors must carry out an economic needs test (ENT), unless the retail establishment has an area of ​​less than 500m², set up in a commercial center and not in the type of convenience store, mini supermarket. Thus, depending on each case, investors need to satisfy different conditions to be granted a license to set up a retail establishment:

• In case the ENT must not be implemented: Satisfying the conditions corresponding to the conditions for setting up the first retail establishment;
• In case the ENT must be implemented: Satisfying the conditions similar in case the first retail establishment is establishment and satisfying the elements of ENT:
• The scale of the geographic market area is affected when the retail establishment operates;
• Quantity of retail establishments is operating in the geographic market area;
• The impact of retailers on the stability of the market and business activities of retail establishments, traditional markets in the geographical market area;
• The influence of retail establishments on traffic density, environmental sanitation, fire prevention in the geographical market area;
• The ability of the retail establishment to contribute to the socio-economic development of the geographical market area.

The dossier of granting a license to set up a retail establishment for a foreign-invested company

1. An application form for a license to set up a retail establishment (made according to the form);
2. Explanation;
3. The document of tax agency proving no overdue tax debt;
4. The Enterprise Registration Certificate; The Investment Registration Certificate in retail establishment project (if any); A business license.
5. The explanation of the ENT criteria (for some specified criteria) in case the ENT is required.

The dossier shall be submitted to the Department of Industry and Trade where the foreign-invested economic organization is headquartered. Depending on the cases prescribed by law, the Department of Industry and Trade shall grant permits to dossiers after satisfying all conditions or after consulting the Ministry of Industry and Trade or other related Ministries.

Procedure for granting a license to set up a retail establishment for a foreign-invested company

Regarding issuance of a license to establish a retail establishment and other retail establishment, the ENT procedures are not required

The investor sends the dossier to the Department of Industry and Trade where the foreign-invested economic organization has a retail establishment. If the dossier satisfies the conditions, the Licensing Agency shall send the dossier to the Ministry of Industry and Trade for opinions and only grant the license to establish a retail establishment to the investor after obtaining the written approval of the Ministry of Industry and Trade.

Regarding issuance of a license to establish a retail establishment other than the actual retail establishment, the ENT procedures must be performed:

Upon receipt of a qualified dossier, the Licensing Agency proposes to establish an ENT Council. After obtaining the written conclusion of the license proposal from the Chairman of the ENT Council, the Department of Industry and Trade has the authority to send the dossier together with the written opinion of the Ministry of Industry and Trade. The Department of Industry and Trade shall issue licenses to investors after receiving the written approval from the Ministry of Industry and Trade.

A license to set up a retail establishment has the following contents:

• Name, enterprise’s code number, head office address
• Name, retail establishment’s address;
• Type of retail establishment;
• Size of retail establishment;
• Other contents;
• Term of the license to set up a retail establishment.

Our related article on set up a retail establishment license for a foreign-invested company in Vietnam include License for retail distribution of goods of foreign-invested companies in Vietnam and Business license for retail distributions in Vietnam. Kindly refer to achieve more information or contact us.

If you have any questions regarding the issuance of a license to set up a retail establishment and carry out investment procedures in a foreign-invested company, please contact Viet An Law Firm for detailed advice!