PROCEDURES FOR OBTAINING A BUSINESS LICENSE FOR FDI ENTERPRISES

FDI enterprises engaging in goods trading and related activities in Vietnam must satisfy the prescribed conditions on market access, financial capacity, and tax obligations. The procedure for obtaining a Business License generally includes preparing the application dossier, submitting and having the dossier appraised, obtaining opinions from the relevant regulatory authorities where required, and obtaining the Business License. Properly identifying the intended business activities and applicable conditions from the outset enables enterprises to prepare the necessary documents proactively, minimize requests for amendment or supplementation, and shorten the processing time. 

1. CONDITIONS FOR GRANTING A BUSINESS LICENSE TO FDI ENTERPRISES

To obtain a Business License, foreign-invested enterprises must satisfy the conditions prescribed in Article 9 of Decree No. 09/2018/ND-CP.

Accordingly, depending on the investor’s country or territory and Vietnam’s market-opening commitments applicable to the goods and services intended to be traded, the enterprise must satisfy market access conditions, have a financial plan for conducting the business activities, and, if the enterprise has been established in Vietnam for one year or more, have no overdue tax liabilities. In cases where Vietnam has not made market-opening commitments, the enterprise must also satisfy additional criteria concerning compliance with specialized laws, the level of competition with domestic enterprises, job creation, and contributions to the state budget.

2. APPLICATION DOSSIER FOR A BUSINESS LICENSE to FDi enterprises

The application dossier for a Business License for an FDI enterprise generally includes the following documents:

– An application form for the Business License in the prescribed form;

– An explanatory statement regarding the licensing conditions, the enterprise’s business plan, and financial plan;

– A document issued by the tax authority certifying that the enterprise has no overdue tax liabilities;

– Copies of the Enterprise Registration Certificate and Investment Registration Certificate, applicable to projects conducting goods trading and activities directly related to goods trading (if any).

Depending on the business activities and the specific licensing case, the enterprise may be required to provide additional relevant documents demonstrating its full compliance with the conditions prescribed by law.

3. PROCEDURES FOR OBTAINING A BUSINESS LICENSE FOR FDI ENTERPRISES

To conduct business activities that are subject to a Business License requirement, an FDI enterprise must prepare the required dossier and carry out the relevant procedures with the competent licensing authority. The procedure generally consists of the following steps:

Step 1: Submission of the application dossier for a Business License
The enterprise prepares the required dossier and submits it directly, by post, or electronically where applicable. Depending on the business activities for which the license is sought, the enterprise may be required to prepare 01 to 03 sets of the dossier.

Step 2: Appraisal and processing of the dossier
Within 03 working days from the date of receipt, the licensing authority shall examine the completeness and validity of the dossier and request the enterprise to amend or supplement it where necessary. Upon receipt of a complete and valid dossier, the competent authority shall assess the enterprise’s satisfaction of the conditions for obtaining a Business License within 10 working days. Where consultation with the Ministry of Industry and Trade or the relevant line ministry is required, the dossier shall be forwarded to the relevant authority for consideration and comments within 15 days. If the enterprise fails to satisfy the applicable conditions, it shall be notified in writing, with the reasons clearly stated.

Step 3: Granting of the Business License
Within 03 working days from the date of receipt of the written approval from the Ministry of Industry and Trade or the relevant line ministry, the licensing authority shall grant the Business License to the enterprise.

Accordingly, the processing time depends not only on whether the enterprise’s dossier is complete and valid, but also on the type of business activities and whether consultation with the relevant regulatory authority is required. Therefore, FDI enterprises should accurately determine their intended business activities and the applicable conditions before preparing the dossier in order to minimize amendments, supplementation, and delays in the processing of the application.

In general, obtaining a Business License requires an FDI enterprise to correctly identify its intended business activities, applicable market access conditions, and the documents required for its specific case. In particular, activities requiring consultation with the Ministry of Industry and Trade or the relevant line ministry may involve a more complex appraisal process and longer processing time. Therefore, reviewing the applicable legal requirements and preparing a complete dossier from the outset will help the enterprise minimize requests for amendments or supplementation and ensure a more efficient licensing process.