| GOVERMENT —– |
SOCIAL REPUBLIC OF VIETNAM Independence - Freedom - Happiness |
| Number: 09 / 2018 / ND-CP | Hanoi, date 15 month 1 year 2018 |
DECREE
DETAILED REGULATIONS ON THE LAW ON COMMERCE AND THE LAW ON FOREIGN TRADE MANAGEMENT REGARDING THE BUYING AND SELLING OF GOODS AND ACTIVITIES DIRECTLY RELATED TO THE BUYING AND SELLING OF GOODS BY FOREIGN INVESTORS AND ECONOMIC ORGANIZATIONS WITH FOREIGN INVESTMENT CAPITAL IN VIETNAM
Pursuant to the Law on Organization of the Government dated April 30, 2013, 19 year of 6;
Based on the Commercial Law dated June 14, 2005;
Based on the Law on Foreign Trade Management dated June 12, 2017;
Based on the Investment Law dated November 26, 2014;
It is necessary to refer to the Law amending and supplementing Article 6 and Appendix 4 on the List of conditional investment and business sectors of the Investment Law dated November 22, 2016;
As requested by the Minister of Industry and Trade;
The Government has issued a Decree detailing the Law on Commerce and the Law on Foreign Trade Management regarding the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in Vietnam.
Chapter I
GENERAL RULES
Article 1. Scope
This Decree provides detailed regulations on the Law on Commerce and the Law on Foreign Trade Management regarding the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in Vietnam.
Article 2. Subject of application
This Decree applies to foreign investors, economic organizations with foreign investment capital, agencies, organizations, and individuals involved in the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in Vietnam.
Article 3. Explain words
In this Decree, the following terms are understood as follows:
1. The buying and selling of goods and activities directly related to the buying and selling of goods include the following activities:
a) Exercising export rights;
b) Exercising import rights;
c) Exercising the right of distribution;
d) Providing commercial inspection services;
d) Providing logistics services;
e) Leasing of goods, excluding financial leasing;
g) Providing trade promotion services, excluding advertising services;
h) Providing commercial intermediary services;
i) Providing e-commerce services;
k) Providing services for organizing tenders for goods and services.
2. Export rights are the right to purchase goods in Vietnam for export, including the right to be named on export declarations and to carry out and be responsible for all procedures related to export. Export rights do not include the right to purchase goods from non-traders for export, except where Vietnamese law or international treaties to which Vietnam is a party provide otherwise.
3. Import rights are the right to import goods from foreign countries into Vietnam for sale to traders who have the right to distribute those goods in Vietnam, including the right to be named on the import declaration to carry out and be responsible for the procedures related to import. Import rights do not include the right to organize or participate in the distribution system of goods in Vietnam, except where Vietnamese law or an international treaty to which Vietnam is a party provides otherwise.
4. Distribution includes wholesale, retail, agency sales of goods, and franchising.
5. Distribution rights are the right to directly carry out distribution activities.
6. Wholesale trade is the activity of selling goods to wholesalers, retailers, and other businesses and organizations; it does not include retail trade.
7. Retail is the activity of selling goods to individuals, households, and other organizations for consumption purposes.
8. A retail establishment is a location where retail activities are carried out.
9. A retail establishment other than the first retail establishment is a retail establishment established in Vietnam by one of the foreign investors or foreign-invested economic organizations that already have a retail establishment in Vietnam, or established under the same name and brand as at least one retail establishment already owned by a foreign-invested economic organization in Vietnam.
10. Convenience stores are retail establishments selling fast-moving consumer goods, including: food, beverages, over-the-counter pharmaceuticals, dietary supplements and health-enhancing products, cosmetics, and other products for daily consumption.
11. A mini-supermarket is a retail establishment with an area of less than 500 m².2 and is classified as a general supermarket according to legal regulations.
12. A shopping center is a location comprising numerous retail and service establishments arranged in a concentrated and interconnected manner within one or more adjacent architectural structures.
13. The licensing authority is the authority that issues business licenses and retail establishment licenses as stipulated in Clauses 1 and 2 of Article 8 of this Decree.
14. E-commerce services are commercial activities in which the e-commerce service provider establishes an e-commerce website to provide an environment for other businesses, organizations, and individuals to conduct commercial promotion activities, sell goods, or provide services.
15. The database system is the database system on the trading of goods and activities directly related to the trading of goods by foreign investors and economic organizations with foreign investment capital in Vietnam, available on the Ministry of Industry and Trade's electronic portal, address: http://www.moit.gov.vn.
16. Financial documents include one of the following: a commitment of financial support from the parent company or a financial institution; a guarantee of the financial capacity of the investor or foreign-invested economic organization; or other documents proving the financial capacity of the investor or foreign-invested economic organization.
17. Documents regarding the location of the retail establishment include one of the following: a memorandum or lease agreement for the location, or documents proving that the foreign-invested economic organization has the right to exploit and use that location to establish a retail establishment; accompanied by other relevant documents.
Article 4. Application of international treaties and relevant laws
1. Foreign investors and economic organizations with foreign investment capital conducting goods trading and activities directly related to goods trading in Vietnam must comply with the regulations in this Decree; in cases where an international treaty provides different provisions from those in this Decree, the provisions of that international treaty shall apply.
2. Economic organizations with foreign investment capital that conduct trading activities and activities directly related to trading in Vietnam, in addition to complying with the regulations in this Decree, must also comply with other relevant laws.
Article 5. Issuance of Business Licenses and Retail Establishment Licenses
1. Business licenses are granted to economic organizations with foreign investment capital to carry out the following activities:
a) Exercising the right to retail distribution of goods, excluding goods specified in point c, clause 4, Article 9 of this Decree;
b) Exercising the right to import and the right to wholesale distribution of goods as stipulated in point b, clause 4, Article 9 of this Decree;
c) Exercising the right to retail distribution of goods as stipulated in point c, clause 4, Article 9 of this Decree;
d) Providing logistics services; excluding sub-sectors of logistics services for which Vietnam has committed to opening up the market in international treaties to which Vietnam is a party;
d) Leasing of goods, excluding financial leasing; except for leasing of construction equipment with operators;
e) Providing trade promotion services, excluding advertising services;
g) Providing commercial intermediary services;
h) Providing e-commerce services;
i) Providing services for organizing tenders for goods and services.
2. Retail establishment licenses are granted to economic organizations with foreign investment capital to establish retail outlets.
3. Economic organizations with foreign investment capital have the right to apply for a Retail Establishment License after obtaining a Business License and documentation regarding the location of the retail establishment.
4. In cases where the location of the first retail establishment is in the same province/city as the head office, the foreign-invested economic organization has the right to request a Business License simultaneously with the issuance of a License to establish the first retail establishment. The application process and procedures shall comply with the provisions of Article 20 of this Decree.
5. Economic organizations falling under the cases specified in points b and c of Clause 1, Article 23 of the Investment Law must meet the conditions and implement: the procedures for granting business licenses when carrying out activities requiring business licenses; and the procedures for granting licenses to establish retail outlets when establishing retail outlets, as prescribed in this Decree.
6. Economic organizations with retail outlets in Vietnam, after receiving capital contributions and becoming foreign-invested economic organizations, or economic organizations falling under the cases specified in points b and c of Clause 1, Article 23 of the Investment Law, must go through the procedures for obtaining a Business License and a Retail Establishment License.
The procedures and documentation for issuing a business license in this case shall be carried out in accordance with the provisions of Articles 12 and 13 of this Decree.
The procedures and documentation for granting a retail establishment license that allows the retail establishment to continue operating shall comply with the provisions of Article 38 of this Decree.
Article 6. Cases where a business license is not required.
1. In addition to activities requiring a business license as stipulated in Clause 1, Article 5 of this Decree, economic organizations with foreign investment capital and economic organizations falling under the cases specified in points b and c, Clause 1, Article 23 of the Investment Law are entitled to conduct the buying and selling of goods and activities directly related to the buying and selling of goods as stipulated in Clause 1, Article 3 of this Decree after registering such activities in relevant documents as prescribed by the Investment Law and the Enterprise Law.
2. In cases where a foreign investor is not from a country or territory participating in an international treaty to which Vietnam is a member and which includes commitments to open its market, and registers to conduct the trading of goods and activities directly related to the trading of goods as stipulated in Clause 1 of this Article, the competent state agency shall consult with the Ministry of Industry and Trade before granting or amending the registration for such activities in the relevant documents as prescribed by the Investment Law and the Enterprise Law.
Article 7. Conducting the buying and selling of goods and activities directly related to the buying and selling of goods.
1. Economic organizations with foreign investment capital that have the right to export are permitted to export: Goods purchased in Vietnam; goods processed in Vietnam under contract by that economic organization; and goods legally imported into Vietnam to foreign countries and separate customs areas, subject to the following conditions:
a) Exported goods must not be on the list of prohibited goods; the list of goods temporarily suspended from export; or the list of goods not permitted for export under international treaties to which Vietnam is a party;
b) For goods subject to export licensing or specific conditions, foreign-invested economic organizations must obtain a license or meet all the conditions stipulated by law.
2. Economic organizations with foreign investment capital that have the right to import may import goods from foreign countries and separate customs areas into Vietnam, subject to the following conditions:
a) Imported goods must not be on the list of prohibited imports; the list of goods temporarily suspended from import; or the list of goods not permitted for import under international treaties to which Vietnam is a signatory;
b) For imported goods included in the list of goods requiring import licenses or subject to specific conditions, foreign-invested economic organizations must obtain a license or meet all the conditions stipulated by law.
3. Procedures for exporting and importing goods to exercise export and import rights shall be carried out in accordance with the laws on export and import management.
4. Economic organizations with foreign investment capital that have the right to wholesale distribution and the right to retail distribution are permitted to wholesale and retail goods manufactured in Vietnam and goods legally imported into Vietnam.
5. For business investment sectors subject to conditions, economic organizations with foreign investment capital may conduct business activities when they meet all the conditions prescribed by law.
Article 8. Authorities that issue Business Licenses and Retail Establishment Licenses
1. The Department of Industry and Trade in the locality where the foreign-invested economic organization has its head office is responsible for issuing, reissuing, adjusting, and revoking business licenses.
2. The Department of Industry and Trade in the locality where the foreign-invested economic organization establishes its retail establishment is responsible for issuing, reissuing, adjusting, extending, and revoking the Retail Establishment License.
3. The licensing authority shall seek the opinion of the Ministry of Industry and Trade and the relevant sectoral ministries in the following cases:
a) Obtain opinions from the Ministry of Industry and Trade and the relevant ministries before granting or amending business licenses for activities specified in point c, clause 1, Article 5 of this Decree;
b) Obtain the opinion of the Ministry of Industry and Trade before granting or amending business licenses for activities specified in points b, d, e, g, h, and i of Clause 1, Article 5 of this Decree;
c) Obtain the opinion of the Ministry of Industry and Trade before granting or amending a license to establish a retail establishment.
Chapter II
BUSINESS LICENSE
Article 9. Conditions for granting a Business License
1. In the case of foreign investors from countries or territories that are parties to international treaties to which Vietnam is a member, which include commitments to open their markets to the buying and selling of goods and activities directly related to the buying and selling of goods.
a) Meeting the market access requirements of international treaties to which Vietnam is a party;
b) Having a financial plan to carry out the activities for which a business license is requested;
c) No outstanding tax debts if the company has been established in Vietnam for one year or more.
2. In cases where the foreign investor is not from a country or territory that is a party to an international treaty to which Vietnam is a member.
a) Conditions stipulated in points b and c of Clause 1 of this Article;
b) Meet the following criteria:
– Complies with the regulations of specialized laws;
– In line with the level of competition among domestic businesses in the same field of operation;
– The potential to create jobs for domestic workers;
– The ability and extent of contribution to the state budget.
3. In cases where the business service has not been committed to market opening in international treaties to which Vietnam is a party: The conditions stipulated in Clause 2 of this Article shall apply.
4. In cases where goods for trade are not subject to market opening commitments in international treaties to which Vietnam is a signatory: Lubricating oils and greases; rice; sugar; recorded items; books, newspapers, and magazines.
a) Conditions stipulated in Clause 2 of this Article;
b) For goods that are oils and lubricants: Consider granting import and wholesale distribution rights to economic organizations with foreign investment capital that carry out one of the following activities:
– Production of lubricating oils and greases in Vietnam;
– Manufacture or authorized to distribute in Vietnam machinery, equipment, and goods that use specialized types of lubricating oils and greases.
c) For goods such as rice; sugar; recorded items; books, newspapers and magazines: Consider granting retail distribution licenses to foreign-invested economic organizations that already have retail outlets in the form of supermarkets, mini-supermarkets, and convenience stores to sell at those outlets.
Article 10. Grounds for considering and approving the issuance of a Business License
The Ministry of Industry and Trade, the relevant sectoral management ministry, shall base its decision on the following information to consider and approve the issuance of business licenses for cases stipulated in Clauses 2, 3, and 4 of Article 9 of this Decree:
1. Conformity with the planning and development strategies of the industry and sector at the regional and national levels.
2. The process of negotiating market opening for Vietnam.
3. The need for Vietnam to open its market.
4. Vietnam's strategy for cooperation with foreign partners.
5. Diplomatic relations, national security issues, public order, and social safety in cases where the foreign investor is not from a country or territory that is a party to an international treaty to which Vietnam is a member.
Article 11. Contents of the Business License and Business Period
1. Contents of the Business License (Form No. 11 in the Appendix issued with this Decree).
a) Name, business registration number, head office address, and legal representative;
b) Owners, contributing members, founding shareholders;
c) Goods for distribution;
d) Activities directly related to the buying and selling of goods;
d) Other contents.
2. Business duration
a) The business term for cases specified in Clauses 2, 3, and 4 of Article 9 of this Decree is 05 years;
b) The renewed business license will be for the remaining term of the previously issued business license.
Article 12. Documents required for business license issuance
Profile include:
1. Application for a Business License (Form No. 01 in the Appendix attached to this Decree).
2. The explanation contains the following:
a) Provide an explanation of the conditions for granting the corresponding business license as stipulated in Article 9 of this Decree;
b) Business plan: Describes the content and methods of conducting business activities; presents the business plan and market development; labor requirements; assesses the economic and social impact and effectiveness of the business plan;
c) Financial plan: A report on business performance based on the audited financial statements of the most recent year in the case of a company established in Vietnam for one year or more; an explanation of capital, sources of capital, and capital mobilization plan; accompanied by financial documents;
d) The business situation of goods trading and activities directly related to goods trading; the financial situation of the foreign-invested economic organization up to the time of applying for a business license, in the case of granting a business license as stipulated in Clause 6, Article 5 of this Decree.
3. Documents from the tax authorities proving that there are no outstanding tax debts.
4. Copies of: Business registration certificate; Investment registration certificate for projects involving the trading of goods and activities directly related to the trading of goods (if any).
Article 13. Procedures for granting business licenses
1. Applications can be submitted directly, by mail, or electronically (if applicable) to the Licensing Authority.
2. Number of files
– In the case of issuing a business license to carry out activities specified in point a, clause 1, Article 5 of this Decree: 01 set;
– In the case of issuing a Business License to carry out activities specified in points b, d, e, g, h and i of Clause 1, Article 5 of this Decree: 02 sets;
– In the case of issuing a business license to carry out activities specified in point c, clause 1, Article 5 of this Decree: 03 sets.
3. Within 03 working days from the date of receiving the application, the Licensing Authority shall review the application and request amendments or additions if the application is incomplete or invalid.
4. Within 10 working days from the date of receiving a complete and valid application, the Licensing Authority shall verify compliance with the corresponding conditions stipulated in Article 9 of this Decree.
a) If the conditions are not met, the Licensing Authority shall provide a written response stating the reasons;
b) Cases where the conditions are met
– The licensing authority shall issue a business license to carry out the activities stipulated in point a, clause 1, Article 5 of this Decree; in case of refusal to grant a license, a written response must be provided stating the reasons.
– The licensing authority shall submit the application dossier along with a request for opinions to the Ministry of Industry and Trade or the relevant sectoral management ministry as prescribed in point a or b, clause 3, Article 8 of this Decree (Form No. 09 in the Appendix issued with this Decree).
5. Within 15 days from the date of receiving the application, the Ministry of Industry and Trade and the relevant ministries shall, based on the corresponding provisions in Article 10 of this Decree, issue a written approval for the business license; in case of refusal, a written response must be provided stating the reasons (Form No. 10 in the Appendix attached to this Decree).
6. Within 03 working days from the date of receiving the approval document from the Ministry of Industry and Trade and the relevant sectoral management ministry, the Licensing Authority shall issue the Business License. In case the Ministry of Industry and Trade or the relevant sectoral management ministry issues a document refusing the application, the Licensing Authority shall issue a written response stating the reasons.
Article 14. Adjustment of Business License
The business license shall be amended when there is a change in any of the contents specified in Clause 1, Article 11 of this Decree.
Article 15. Documents for amending a Business License
Profile include:
1. Application for amendment of Business License (Form No. 02 in the Appendix issued with this Decree).
2. In case of changes to the content stipulated in point a, clause 1, Article 11 of this Decree, except for the case of relocating the head office as stipulated in clause 1, Article 17 of this Decree: A copy of the Business Registration Certificate reflecting the adjusted content.
3. In case of changes to the provisions in points b, c, d, and e of Clause 1, Article 11 of this Decree: The documents specified in Clauses 2, 3, and 4, Article 12 of this Decree.
Article 16. Procedures for amending business licenses
1. The application must be submitted within 10 working days from the date of issuance of the Business Registration Certificate recording the adjustments stipulated in points a and b, Clause 1, Article 11 of this Decree.
2. The procedures for implementation shall follow the provisions of Article 13 of this Decree.
3. Within 05 working days from the date of receiving the amended Business License, the foreign-invested economic organization is responsible for returning the issued Business License to the Licensing Authority.
Article 17. Reissuance of Business License
A business license will be reissued in the following cases:
1. Relocating the head office from one province/city under central government control to another province/city under central government control.
2. The business license is lost or damaged.
Article 18. Documents for reissuing a business license.
Profile include:
1. Application for renewal of Business License (Form No. 03 in the Appendix issued with this Decree);
2. A copy of the Business Registration Certificate in case of re-issuance as prescribed in Clause 1, Article 17 of this Decree.
Article 19. Procedures for reissuing business licenses
1. The application must be submitted within 10 working days from the date of issuance of the Business Registration Certificate recording the adjustments in the case of re-issuance as stipulated in Clause 1, Article 17 of this Decree.
2. One set of documents must be submitted directly, by post, or electronically (if applicable) to the Licensing Authority in the new location.
3. Within 03 working days from the date of receiving the application, the Licensing Authority shall review the application and request amendments or additions if the application is incomplete or invalid.
4. Within 05 working days from the date of receiving a complete and valid application, the Licensing Authority shall reissue the Business License. In case of refusal, a written response stating the reasons must be provided. For cases stipulated in Clause 1, Article 17 of this Decree, the Licensing Authority shall reissue the Business License and send one copy to the Licensing Authority of the original applicant for updating in the database system.
5. Within 05 working days from the date of re-issuance of the Business License, the foreign-invested economic organization, in the case stipulated in Clause 1, Article 17 of this Decree, is responsible for returning the previously issued Business License to the Licensing Authority of the place of origin.
Article 20. Dossier and procedures for granting a Business License concurrently with a Retail Establishment License.
1. The file includes:
a) Documents as prescribed in Article 12 and Clauses 1 and 2 of Article 27 of this Decree;
b) Investment registration certificate for the retail establishment project (if applicable).
2. The procedure for issuing a Business License simultaneously with a Retail Establishment License shall be carried out in accordance with the provisions of Articles 13 and 28 of this Decree.
Article 21. Refusal to grant a Business License
In addition to cases that do not meet the conditions stipulated in this Decree, the Licensing Authority shall refuse to issue a business license in the following cases:
1. The operating period of the project for the buying and selling of goods and activities directly related to the buying and selling of goods has expired.
2. Economic organizations with foreign investment capital must apply for a business license within 02 years from the date their business license is revoked as stipulated in Clause 1, Article 43 of this Decree.
Chapter III
RETAIL ESTABLISHMENT LICENSE
Article 22. Conditions for establishing a retail establishment
1. Establish the first retail outlet.
a) There is a financial plan for establishing a retail outlet;
b) No outstanding tax debts if the company has been established in Vietnam for one year or more;
c) The location of the retail establishment must conform to the relevant planning regulations in the geographic market area.
2. Establish a retail outlet in addition to the first retail outlet.
a) Cases where an economic needs test is not required:
Meet the conditions stipulated in Clause 1 of this Article.
b) Cases where an economic needs test is required:
– Meeting the conditions stipulated in Clause 1 of this Article;
– Meeting the criteria for economic needs assessment as stipulated in Clause 2, Article 23 of this Decree.
Article 23. Economic Needs Test (ENT)
1. Cases where ENT is required
Establish a retail outlet in addition to the first retail outlet, except where the second retail outlet has an area of less than 500 m².2, established within a shopping mall and not classified as a convenience store or mini-supermarket.
2. Criteria for assessing economic needs
a) The size of the geographic market area is affected when a retail establishment operates;
b) The number of retail establishments operating within the geographic market area;
c) The impact of retail establishments on market stability and the business operations of retail establishments and traditional markets within the geographical market area;
d) The impact of retail establishments on traffic density, environmental sanitation, and fire safety in the geographical market area;
d) The potential contribution of retail establishments to the socio-economic development of the geographical market area, specifically:
– Create jobs for domestic workers;
– Contributing to the development and modernization of the retail sector in the geographic market region;
– Improve the environment and living conditions of the population within the geographic market area;
– The ability and extent of contribution to the state budget.
Article 24. Economic Needs Assessment Council (ENT Council)
1. The ENT Council is established by the People's Committee of the province where the retail establishment is located, based on a proposal from the Licensing Authority.
2. The ENT Council consists of: a representative of the Provincial People's Committee or a representative of an agency authorized by the Provincial People's Committee as the Chairman of the ENT Council; representatives of the Department of Industry and Trade, the Department of Planning and Investment, and other relevant departments, agencies, and organizations as members of the ENT Council. If the retail establishment is located in a geographical area at the ward, commune, or town level bordering another province/city directly under the central government, the ENT Council must include a representative of the People's Committee of the adjacent province/city.
3. The ENT Council, based on the ENT criteria stipulated in Clause 2, Article 23 of this Decree, must clarify the suitability or unsuitability of the location for establishing a retail establishment so that the Chairman of the ENT Council can issue a written conclusion proposing whether or not to permit the establishment of a retail establishment at that location.
Article 25. Grounds for considering and approving the issuance of a Retail Establishment License
The Ministry of Industry and Trade will base its decision on the following information when considering and approving the issuance of a retail establishment license:
1. In the case of foreign investors from countries or territories that are parties to international treaties to which Vietnam is a member and which commit to opening their markets to the trade of goods and activities directly related to the trade of goods: Conformity with the planning and development strategies of the industry and sector of the region or country.
2. In cases where the foreign investor is not from a country or territory that is a party to an international treaty to which Vietnam is a member.
a) Conformity with the planning and development strategies of the sector/field at the regional and national levels;
b) The process of negotiating market opening for Vietnam;
c) The need for Vietnam to open its market;
d) Vietnam's strategy for cooperation with foreign partners;
(d) Diplomatic relations, national security issues, public order, and social safety.
Article 26. Contents and duration of the Retail Establishment License
1. Contents of the Retail Establishment License (Form No. 12 in the Appendix issued with this Decree)
a) Name, business registration number, and address of the head office;
b) Name and address of the retail establishment;
c) Type of retail establishment;
d) Retail store size;
d) Other contents;
e) The validity period of the Retail Establishment License,
2. Validity Period of the Retail Establishment License
a) The retail establishment license shall be valid for the remaining term of the Investment Registration Certificate for the retail establishment project. In the absence of an Investment Registration Certificate, the retail establishment license shall be valid for the term stated in the documentation regarding the retail establishment location;
b) The validity period of the reissued Retail Establishment License shall be equal to the remaining validity period of the previously issued Retail Establishment License;
c) The validity period of the Retail Establishment License shall be extended in accordance with the provisions of point a) of this clause.
Article 27. Documents required for obtaining a Retail Establishment License
Profile include:
1. Application for a Retail Establishment License (Form No. 04 in the Appendix attached to this Decree).
2. The explanation contains the following:
a) Location of the retail establishment: Address of the retail establishment; description of the general, related, and specific areas used for establishing the retail establishment; explanation of how the conditions stipulated in point c, clause 1, Article 22 of this Decree are met; accompanied by documents regarding the location of the retail establishment;
b) Retail business plan: Present the business plan and market development; labor requirements; assessment of the economic and social impact and effectiveness of the business plan;
c) Financial plan for establishing a retail outlet: A report on business performance based on the audited financial statements of the most recent year in the case of a business established in Vietnam for one year or more; explanation of capital, sources of capital, and capital mobilization plan; accompanied by financial documents.
3. Documents from the tax authorities proving that there are no outstanding tax debts.
4. Copies of: Business registration certificate, Investment registration certificate for the retail establishment project (if any), Business license.
5. An explanation of the ENT criteria stipulated in points c, d, and e of Clause 2, Article 23 of this Decree, in case ENT is required.
Article 28. Procedures for granting licenses for the establishment of the first retail outlet and other retail outlets besides the first retail outlet that are not subject to the ENT procedure.
1. Two sets of documents, submitted directly, by post, or electronically (if applicable) to the Licensing Authority.
2. Within 03 working days from the date of receiving the application, the Licensing Authority shall review the application and request amendments or additions if the application is incomplete or invalid.
3. Within 10 working days from the date of receiving a complete and valid application, the Licensing Authority shall verify that the applicant meets the conditions stipulated in Clause 1, Article 22 of this Decree:
a) If the conditions are not met, the Licensing Authority shall provide a written response stating the reasons;
b) If the conditions are met, the Licensing Authority shall send the dossier along with a request for opinion to the Ministry of Industry and Trade as prescribed in point c, clause 3, Article 8 of this Decree (Form No. 09 in the Appendix issued with this Decree).
4. Within 07 working days from the date of receiving the application, the Ministry of Industry and Trade shall, based on the relevant provisions in Article 25 of this Decree, issue a written approval for the establishment of a retail outlet; in case of refusal, a written response stating the reasons must be provided (Form No. 10 in the Appendix attached to this Decree).
5. Within 03 working days from the date of receiving the approval document from the Ministry of Industry and Trade, the Licensing Authority shall issue the Retail Establishment License. In case the Ministry of Industry and Trade refuses, the Licensing Authority must provide a written response stating the reasons.
Article 29. Procedures for granting licenses to establish retail outlets other than the first retail outlet that require ENT (Entry, Operation, and Consumption) procedures.
1. One set of documents must be submitted directly, by post, or electronically (if applicable) to the Licensing Authority.
2. Within 03 working days from the date of receiving the application, the Licensing Authority shall review the application and request amendments or additions if the application is incomplete or invalid.
3. Within 05 working days from the date of receiving a complete and valid application, the Licensing Authority shall verify that the applicant meets the conditions stipulated in Clause 1, Article 22 of this Decree:
a) If the conditions are not met, the Licensing Authority shall provide a written response stating the reasons;
b) If the conditions are met, the Licensing Authority shall propose the establishment of an ENT Council in accordance with Clauses 1 and 2 of Article 24 of this Decree.
4. Within 07 working days from the date of receiving the proposal to establish the ENT Council, the Provincial People's Committee shall establish the ENT Council.
5. Within 30 days of its establishment, the ENT Council shall evaluate the ENT criteria stipulated in Clause 2, Article 23 of this Decree, so that the Chairman of the ENT Council may issue a written conclusion and proposal.
6. Within 03 working days from the date of receiving the written conclusion and proposal from the Chairman of the ENT Council:
a) If the written conclusion proposes not granting a license, the Licensing Authority shall issue a written response stating the reasons;
b) In the case of a written conclusion proposing licensing, the Licensing Authority shall send the dossier along with a request for opinion to the Ministry of Industry and Trade as prescribed in point c, clause 3, Article 8 of this Decree (Form No. 09 in the Appendix issued with this Decree).
7. Within 10 working days from the date of receiving the application, the Ministry of Industry and Trade shall, based on the relevant provisions in Article 25 of this Decree, issue a written approval for the establishment of a retail outlet; in case of refusal, a written response stating the reasons must be provided (Form No. 10 in the Appendix attached to this Decree).
8. Within 03 working days from the date of receiving the approval document from the Ministry of Industry and Trade, the Licensing Authority shall issue the Retail Establishment License. In case the Ministry of Industry and Trade refuses, the Licensing Authority must provide a written response stating the reasons.
Article 30. Adjustment of Retail Establishment License
The retail establishment license shall be amended when there are changes to any of the contents specified in points a, b, c, d, and e of Clause 1, Article 26 of this Decree.
Article 31. Documents for amending the Retail Establishment License
1. In cases of changes to the provisions in points a, b, and c of Clause 1, Article 26 of this Decree, except for changes to the type of retail establishment to a convenience store or mini-supermarket as stipulated in Clause 4 of this Article; and in cases of adjusting the retail establishment area downwards, the dossier includes:
a) Application for adjustment of Retail Establishment License (Form No. 05 in the Appendix issued with this Decree);
b) In case of changes to the name or registered office address: A copy of the Business License reflecting the changes;
c) In case of a change of address for the retail establishment: A copy of the document from the competent authority at the ward, commune, or town level confirming the change of address;
d) In case of reduction in retail space: Relevant documents.
2. In the case of increasing the area of the first retail establishment in a shopping mall; increasing the area of a retail establishment outside the first retail establishment, established within a shopping mall and not of the convenience store or mini-supermarket type, to less than 500 m².2The file includes:
a) Application for adjustment of Retail Establishment License (Form No. 05 in the Appendix issued with this Decree).
b) The explanation contains the following:
– Location of the retail establishment: Address of the retail establishment; description of the general, related, and specific areas used for establishing the retail establishment; accompanying documentation regarding the location of the retail establishment;
– A report on the retail establishment's business performance during the most recent year.
c) Documents from the tax authorities proving that there are no outstanding tax debts.
3. In the case of increasing the area of the first retail establishment not located in a shopping mall, the dossier includes:
a) The documents specified in Clause 2 of this Article;
b) An explanation of how the conditions stipulated in point c, clause 1, Article 22 of this Decree are met.
4. In cases of increasing the area of other retail establishments and in cases where establishments other than the first retail establishment change their type to a convenience store or mini-supermarket, the dossier includes:
– Application for amendment of Retail Establishment License (Form No. 05 in the Appendix issued with this Decree);
– A report on the retail establishment's business performance during the most recent year;
– Documents as stipulated in Clauses 2, 3 and 5 of Article 27 of this Decree.
Article 32. Procedures for adjusting the Retail Establishment License
1. The dossier must be submitted within 10 working days from the date of receipt of documents recording the adjustments stipulated in points a and b of Clause 1, Article 26 of this Decree.
2. Cases stipulated in Clauses 1 and 2 of Article 31 of this Decree:
a) One set of documents must be submitted directly, by post, or electronically (if applicable) to the Licensing Authority;
b) Within 03 working days from the date of receiving the application, the Licensing Authority shall review the application and request amendments or additions if the application is incomplete or invalid;
c) Within 05 working days from the date of receiving a complete and valid application, the licensing authority shall amend the Retail Establishment License. In case of refusal, a written response must be provided stating the reasons.
3. In the case stipulated in Clause 3, Article 31 of this Decree: The procedure shall be as prescribed in Article 28 of this Decree.
4. In the case stipulated in Clause 4, Article 31 of this Decree: The procedure shall be as prescribed in Article 29 of this Decree.
5. Within 05 working days from the date of receiving the amended Retail Establishment License, the foreign-invested economic organization is responsible for returning the previously issued Retail Establishment License to the Licensing Authority.
Article 33. Reissuance of Retail Establishment License
A retail establishment license will be reissued in case it is lost or damaged.
Article 34. Documents for renewing a Retail Establishment License
Application for renewal of Retail Establishment License (Form No. 06 in the Appendix issued with this Decree).
Article 35. Procedures for reissuing Retail Establishment Licenses
1. One set of documents must be submitted directly, by post, or electronically (if applicable) to the Licensing Authority.
2. Within 05 working days from the date of receiving the application, the Licensing Authority shall reissue the Retail Establishment License. In case of refusal, a written response must be provided stating the reasons.
Article 36. Documents for renewing a Retail Establishment License
Profile include:
1. Application for renewal of Retail Establishment License (Form No. 07 in the Appendix issued with this Decree).
2. Documents as stipulated in Clauses 2, 3 and 4 of Article 27 of this Decree.
Article 37. Procedures for renewing a Retail Establishment License
1. The application must be submitted at least 30 days before the Retail Establishment License expires.
2. One set of documents must be submitted directly, by post, or electronically (if applicable) to the Licensing Authority.
3. Within 05 working days from the date of receiving the application, the Licensing Authority shall review the application and request amendments or additions if the application is incomplete or invalid.
4. If the application is complete and valid, the Licensing Authority will renew the Retail Establishment License; if the application is refused, a written response stating the reasons must be provided.
Article 38. Dossier and procedures for granting a Retail Establishment License allowing the retail establishment to continue operating.
1. The file includes:
a) Application for a Retail Establishment License allowing the retail establishment to continue operating (Form No. 08 in the Appendix issued with this Decree).
b) The retail establishment's explanation includes the following:
– Location of retail establishment: Address of the retail establishment; description of the general, related, and specific areas used for establishing the retail establishment; explanation of how the conditions stipulated in point c, clause 1, Article 22 of this Decree are met; explanation of the criteria stipulated in points c, d, and e, clause 2, Article 23 of this Decree, in the case of requesting a Retail Establishment License for a retail establishment as stipulated in clause 1, Article 23 of this Decree; accompanied by documents regarding the location of the retail establishment;
– The retail establishment's business situation; business plan and market development; labor needs; assessment of the economic and social impact and effectiveness of the retail establishment's business plan;
– The retail establishment's business performance based on the audited financial statements of the most recent year;
c) A consolidated report on the business performance of the foreign-invested economic organization based on the audited financial statements of the most recent year; the financial plan; and accompanying financial documents;
d) Documents from the tax authorities proving that there are no outstanding tax debts;
d) Copies of: Business registration certificate, Investment registration certificate for the retail establishment project (if any), Business license (if any).
2. Sequence
a) Two sets of documents must be submitted directly, by post, or electronically (if applicable) to the Ministry of Industry and Trade within 30 days from the date of issuance of the Business Registration Certificate recording the changes;
b) Within 03 working days from the date of receiving the dossier, the Ministry of Industry and Trade shall review it and request amendments or additions if the dossier is incomplete or invalid;
c) Within 15 days from the date of receiving a complete and valid application, the Ministry of Industry and Trade shall review and forward the application to the Licensing Authority where the retail establishment requesting permission to continue operating is located;
d) Within 20 days from the date of receiving the application, the Licensing Authority shall examine and evaluate the application and the location of the retail establishment to send a written proposal to the Ministry of Industry and Trade for licensing (Form No. 09 in the Appendix attached to this Decree). In case of a proposal to refuse licensing, a written response must be sent to the Ministry of Industry and Trade stating the reasons.
d) Within 15 days from the date of receiving the document from the Licensing Authority, the Ministry of Industry and Trade, based on the proposal of the Licensing Authority and the corresponding content stipulated in Article 25 of this Decree, shall issue a written approval. In case of refusal, a written document stating the reasons must be provided (Form No. 10 in the Appendix attached to this Decree);
e) Within 05 working days from the date of receiving the approval document from the Ministry of Industry and Trade, the Licensing Authority shall issue the Retail Establishment License. In case of refusal, a written response must be provided stating the reasons.
Article 39. Refusal to grant or renew a Retail Establishment License
In addition to cases that do not meet the conditions stipulated in this Decree, the Licensing Authority shall refuse to grant or renew a Retail Establishment License in the following cases:
1. The operating period for the retail establishment project has expired.
2. Economic organizations with foreign investment capital must apply for a Retail Establishment License within 2 years from the date their Retail Establishment License is revoked as stipulated in Clause 02, Article 43 of this Decree.
Chapter IV
REPORTING, SUBMITTING, STORING LICENSES AND DISCLOSING INFORMATION PROCEDURES
Fill in 40. Reporting mode
1. Report of economic organizations with foreign investment capital
a) Annually, before January 31st, foreign-invested economic organizations are responsible for reporting on their goods trading activities and activities directly related to goods trading according to Form No. 13 in the Appendix attached to this Decree.
b) Economic organizations with foreign investment capital are obligated to report, provide documents, or explain matters related to the buying and selling of goods and activities directly related to the buying and selling of goods, and the operation of retail establishments, as required by competent state management agencies.
2. Report from the Licensing Authority
Annually, before February 28th, the Licensing Authority shall report to the Ministry of Industry and Trade and the relevant sectoral ministries (in cases where licenses for trading goods are issued as stipulated in point c, clause 4, Article 9 of this Decree) on the situation of issuing, reissuing, adjusting, and revoking business licenses; issuing, reissuing, extending, and revoking licenses for establishing retail outlets of foreign-invested economic organizations; and the situation of conducting goods trading activities and activities directly related to goods trading by foreign-invested economic organizations under their management, according to Form No. 14 in the Appendix attached to this Decree.
Article 41. Sending, storing licenses and publishing information
1. The licensing authority is responsible for sending copies of the business license to: the Ministry of Industry and Trade, the relevant sectoral management ministry (in the case stipulated in point c, clause 4, Article 9 of this Decree), the tax authority, the statistics authority, and other relevant agencies where the foreign-invested economic organization has its head office (if necessary).
2. The licensing authority is responsible for sending copies of the Retail Establishment License to: the Ministry of Industry and Trade, the tax authority, the statistics authority, and other relevant agencies where the retail establishment is located.
3. Within 15 days from the date of issuance, re-issuance, adjustment, or revocation of a Business License; issuance, re-issuance, adjustment, extension, or revocation of a Retail Establishment License; issuance of a Decision to terminate operations; issuance of a Decision on handling administrative violations; or receipt of a copy of the Confirmation of Temporary Suspension of Operations or Resumption of Operations before the deadline from the Business Registration Certificate-issuing authority, the Licensing Authority is responsible for updating the information in the database system.
Chapter V
STATE MANAGEMENT AND HANDLING OF VIOLATIONS
Article 42. Handling of violations
Foreign-invested economic organizations that violate the provisions of the law on the trading of goods and activities directly related to the trading of goods, and violate the provisions of this Decree, shall be handled according to the provisions of the law on handling administrative violations, depending on the nature and severity of the violation.
Article 43. Revocation of Business Licenses and Retail Establishment Licenses
1. Business licenses are revoked in the following cases:
a) The business registration certificate has been revoked;
b) The investment registration certificate for a project whose objective is to engage in the trading of goods and activities directly related to the trading of goods is revoked;
c) The information declared in the application for issuance, re-issuance, or adjustment of a business license is fraudulent;
d) Ceasing the buying and selling of goods and activities directly related to the buying and selling of goods for more than 12 months without reporting to the Licensing Authority;
d) Failure to comply with the periodic reporting requirements as stipulated in point a, clause 1, Article 40 of this Decree for 24 consecutive months;
e) Failure to submit reports, documents, or explanations as prescribed in point b, clause 1, Article 40 of this Decree within 03 months from the deadline as requested.
2. Retail establishment licenses are revoked in the following cases:
a) Investment registration certificate or equivalent legally valid document of the retail establishment project, and business license have been revoked;
b) The information declared in the application for issuance, re-issuance, adjustment, or extension of the Retail Establishment License is fraudulent;
c) After 12 months from the date of issuance of the Retail Establishment License, the foreign-invested economic organization does not have an Investment Registration Certificate in cases where an Investment Registration Certificate is required, and fails to report this to the Licensing Authority;
d) After 24 months from the date of issuance of the Retail Establishment License, the foreign-invested economic organization does not have an Investment Registration Certificate in cases where an Investment Registration Certificate is required;
d) Ceasing retail operations at a retail establishment for more than 12 months without reporting to the Licensing Authority;
e) Failure to comply with the periodic reporting requirements as stipulated in point a, clause 1, Article 40 of this Decree for 24 consecutive months;
g) Failure to submit reports, documents, or explanations as prescribed in point b, clause 1, Article 40 of this Decree after the deadline of the request.
3. Procedures for revoking business licenses and retail establishment permits.
a) Cases stipulated in point a, clause 1, Article 43 and point a, clause 2, Article 43 of this Decree
The licensing authority issues a Decision to revoke the Business License, a Decision to revoke the Retail Establishment License (Form No. 15 in the Appendix attached to this Decree).
b) The case stipulated in point b, clause 1, Article 43 of this Decree
Within 30 days from the date the Investment Registration Certificate or equivalent legally valid document of a project with the objective of trading goods and activities directly related to trading goods is revoked, the foreign-invested economic organization shall send a copy of the Decision to revoke the Investment Registration Certificate to the Licensing Authority.
In cases where the investment project's objectives, for which the Investment Registration Certificate is revoked, include all activities related to the buying and selling of goods and activities directly related to the buying and selling of goods that have been granted a business license, the licensing authority shall issue a decision to revoke the business license.
In cases where the investment project's objective, for which the Investment Registration Certificate is revoked, includes a portion of the business license's activities related to the trading of goods and activities directly related to the trading of goods, the licensing authority shall issue a decision to cancel the relevant contents of the business license concerning the investment project whose Investment Registration Certificate is revoked, and simultaneously cancel this content from the business license.
c) In cases where the information declared in the application for issuance or re-issuance of a Business License; or issuance, re-issuance, or extension of a Retail Establishment License is fraudulent.
The licensing authority issues a notice of violation and a decision to revoke the issued or reissued business license; and a decision to revoke the issued, reissued, or extended retail establishment license.
d) In cases where the information declared in the application for adjustment of the Business License or Retail Establishment License is fraudulent.
The licensing authority shall issue a notice regarding the violation and a decision to revoke the contents of the business license or retail establishment license that were amended based on the falsified information; restore the previously licensed contents on the business license or retail establishment license, and simultaneously notify the competent authority for handling in accordance with the law.
d) Cases stipulated in points d, e, and f of Clause 1 and points c, d, e, f, and g of Clause 2 of Article 43 of this Decree
The licensing authority shall issue a written request to the legal representative of the foreign-invested economic organization to provide an explanation. If, after the requested period of 15 days, the representative fails to appear or provides an unsatisfactory explanation, the licensing authority shall issue a Decision to revoke the Business License or the Retail Establishment License.
Article 44. Suspension of the sale of goods and activities directly related to the sale of goods.
1. Economic organizations with foreign investment capital may temporarily suspend the trading of goods and activities directly related to the trading of goods for a period not exceeding 12 months.
2. When temporarily suspending the buying and selling of goods and activities directly related to the buying and selling of goods, foreign-invested economic organizations have the following obligations:
a) Comply with legal regulations regarding the temporary suspension of business operations;
b) Within 10 working days from the date of issuance of the Certificate of Temporary Suspension of Operations, or Resumption of Operations Before the Deadline issued by the Business Registration Certificate Issuing Authority, send a copy of the Certificate of Temporary Suspension of Operations, or Resumption of Operations Before the Deadline to the Licensing Authority for posting on the database system.
Article 45. Termination of the sale of goods and activities directly related to the sale of goods.
1. Cases of termination of goods trading activities and activities directly related to goods trading:
a) Economic organizations with foreign investment capital may decide to terminate their activities related to the buying and selling of goods and other activities directly related to the buying and selling of goods;
b) The business term on the Business License expires without a request for renewal; the term of the Retail Establishment License expires without a request for renewal;
c) The business term on the Business License expires without being granted a new license; the term of the Retail Establishment License expires without being renewed;
d) The buying and selling of goods and activities directly related to the buying and selling of goods are canceled; Business licenses and retail establishment licenses are revoked, as stipulated in Article 43 of this Decree.
2. The termination of the sale of goods and activities directly related to the sale of goods shall be carried out as follows:
a) Cases stipulated in points a and b of Clause 1 of this Article
Within 15 days from the date of the decision to terminate operations, or 15 days before the expiration date of the business license or the expiration date of the retail establishment license, the foreign-invested economic organization shall send a notice of termination of goods trading activities and activities directly related to goods trading, and a notice of termination of retail establishment operations to the Licensing Authority.
Within 10 working days from the date of receiving the notice of cessation of operations, the Licensing Authority shall issue a Decision on cessation of operations (Form No. 16 in the Appendix attached to this Decree).
Within 05 working days from the date of receiving the Decision to terminate operations, the foreign-invested economic organization is responsible for returning the original License issued to the Licensing Authority.
b) The case stipulated in point c, clause 1 of this Article
The buying and selling of goods and activities directly related to the buying and selling of goods by economic organizations with foreign investment capital cease from the date the business term on the Business License or the Retail Establishment License expires.
c) The case stipulated in point d, clause 1 of this Article
The buying and selling of goods and activities directly related to the buying and selling of goods by foreign-invested economic organizations shall cease from the date specified in the Decision to revoke the Business License or Retail Establishment License. Within 05 working days from the date of receiving the Decision to revoke the Business License or Retail Establishment License, the foreign-invested economic organization is responsible for returning the original Business License or Retail Establishment License to the Licensing Authority.
Chapter VI
ORGANIZATION OF IMPLEMENTATION
Article 46. Responsibilities of the Ministry of Industry and Trade
1. Announce Vietnam's commitments in international treaties regarding the sale of goods and activities directly related to the sale of goods by foreign-invested economic organizations in Vietnam.
2. To chair and coordinate with the Licensing Authority to build a database system on the trading of goods and activities directly related to the trading of goods by foreign-invested economic organizations in Vietnam.
3. Preside over and coordinate with the Licensing Authority, ministries, sectors, and localities to supervise, inspect, examine, and evaluate the trading of goods and activities directly related to the trading of goods and the establishment of retail outlets by foreign investors and economic organizations with foreign investment capital, when necessary or at the request of ministries, sectors, and localities.
Article 47. Responsibilities of the Ministry of Planning and Investment
1. To chair and coordinate with the Ministry of Industry and Trade in reviewing, compiling, and publishing the business investment conditions for foreign investors and economic organizations with foreign investment capital in the field of goods trading and activities directly related to goods trading on the National Business Registration Portal and the National Foreign Investment Portal.
2. Coordinate with the Ministry of Industry and Trade in monitoring, inspecting, and evaluating foreign investment activities in the field of goods trading and activities directly related to goods trading and the establishment of retail outlets.
Article 48. Responsibilities of the Provincial People's Committee
1. To exercise, within its authority, the state management of the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in the locality.
2. Direct the Department of Industry and Trade, the Department of Planning and Investment, and relevant local agencies to inspect and examine the trading activities of foreign investors and foreign-invested economic organizations when necessary, or to organize inter-agency inspections and examinations at the request of state management agencies.
3. Coordinate with relevant ministries and agencies in the state management of goods trading activities and activities directly related to goods trading by foreign investors and foreign-invested economic organizations in the locality.
Article 49. Responsibilities of the Department of Industry and Trade
1. Issuing, reissuing, adjusting, and revoking business licenses; issuing, reissuing, adjusting, extending, and revoking licenses for establishing retail outlets.
2. Publish and update information on the database system related to business licenses, retail establishment licenses, goods trading activities, and activities directly related to goods trading by foreign investors and economic organizations with foreign investment capital; handle violations at the local level.
3. To exercise state management at the local level over the buying and selling of goods and activities directly related to the buying and selling of goods, and the establishment of retail outlets by economic organizations with foreign investment capital, within their jurisdiction.
4. Supervise, inspect, examine, and evaluate the trading of goods and activities directly related to the trading of goods, and the establishment of retail outlets by foreign-invested economic organizations in the locality, within their jurisdiction.
5. Handling violations of the law in the trading of goods and activities directly related to the trading of goods, and the establishment of retail outlets by foreign-invested economic organizations in the locality, within its jurisdiction.
Article 50. Transitional provisions
1. Economic organizations with foreign investment capital that already possess a Certificate of Business Registration, Certificate of Investment Registration, or equivalent legally valid documents, Business License, or Retail Establishment License to conduct the buying and selling of goods and activities directly related to the buying and selling of goods before the effective date of this Decree may continue to carry out these activities under the validity of the issued documents without having to go through the procedure of obtaining a new Business License or Retail Establishment License.
2. Economic organizations with foreign investment capital that do not yet have a business license as prescribed in this Decree but already possess a Certificate of Business Registration, Certificate of Investment Registration, or other legally equivalent documents containing activities related to the buying and selling of goods and activities directly related to the buying and selling of goods that require a business license as prescribed in this Decree, when requesting adjustments to the content stipulated in Clause 1, Article 11 of this Decree in the aforementioned documents, must follow the procedures for adjusting the business license as prescribed in Articles 15 and 16 of this Decree. The licensing authority shall record the previously licensed content and the newly approved adjustments.
3. Economic organizations with foreign investment capital that do not yet have a Retail Establishment License as prescribed in this Decree, but already possess a Business Registration Certificate, Investment Registration Certificate, or other legally equivalent documents containing provisions for establishing a retail establishment that require a Retail Establishment License as prescribed in this Decree, when requesting adjustments to the provisions in points a, b, c, d, and e of Clause 1, Article 26 of this Decree in the aforementioned documents, must follow the procedures for adjusting the Retail Establishment License as prescribed in Articles 31 and 32 of this Decree. The licensing authority shall record the previously issued content and the newly approved adjustments.
Article 51. Enforcement
1. This Decree takes effect from March 15, 01.
2. This Decree replaces Decree No. 23/2007/ND-CP dated February 12, 2007 of the Government detailing the Law on Commerce regarding the buying and selling of goods and activities directly related to the buying and selling of goods by enterprises with foreign investment in Vietnam.
Article 52. Responsible for implementing
Ministers, heads of ministerial-level agencies, heads of government agencies, and chairpersons of People's Committees of provinces and centrally-administered cities are responsible for implementing this Decree.
APPENDIX
FORMS
(Attached to Decree No. 09/2018/ND-CP dated January 15, 2018 of the Government)
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Application for a Business License |
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Application for amendment of Business License |
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Application for Reissuance of Business License |
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Application for a Retail Establishment License |
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Application for amendment of Retail Establishment License |
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Application for renewal of Retail Establishment License |
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Application for renewal of Retail Establishment License |
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The application for a Retail Establishment License allows the retail establishment to continue operating. |
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The Department of Industry and Trade is seeking opinions from the Ministry of Industry and Trade and the relevant ministries. |
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Opinion document from the Ministry of Industry and Trade, the relevant industry management ministry, sent to the Department of Industry and Trade. |
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Business license |
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Retail establishment license |
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Report on the implementation of goods trading activities and activities directly related to goods trading. |
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Report on Business Licenses, Retail Establishment Licenses |
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Decision to revoke the license |
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Decision to cease operations |
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Instructions on how to fill out the License form |
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Table of Province/City Codes and Licensing Authorities |
APPLICATION FOR BUSINESS LICENSE
To: Department of Industry and Trade of the province/city of …………………….
I. Business Information:
1. Business Name: …………………………………………………………………………………………….
Business registration number: …………………………………………………………………………………………….
Head office address: ……………………………………………………………………………………………..
Phone: …………………. Fax: ……………… Email: …………………… Website:……….
Legal representative of the business: ……………………………………………………..
Business registration certificate number… issued by… for initial registration on… day… month… year…; registration amendment number…1… day… month… year….
2. Registered capital (stated in numbers; VND and equivalent value in foreign currency):…..
..............................................................................................................................................
3. Investment capital for the project's trading activities and activities directly related to trading (if any) (in numbers; VND and equivalent value in foreign currency):
…………………………………………………………………………………………………
4. Business lines2:……………………………………………………………………………………
5. Objectives of the investment project3:………………………………………………………………………………..
6. Information about the owner/contributing member/founding shareholder4:
– Owner/contributing member/founding shareholder is an organization:
+ Business name: ……………………………………………………………………… Place of registration: …………………………………………………………………………….
+ Capital contribution/share ratio:…………………………………………………………………………………………
+ Main business/field of activity:…………………………………………………………………
– Owners/contributing members/founding shareholders are individuals:
Full name: …………………………………………………. Nationality:…………………………
+ Capital contribution/share ratio: ………………………………………………………………………………………..
II. Request for a business license to conduct the buying and selling of goods and activities directly related to the buying and selling of goods with the following content:
1. Conducting the buying and selling of goods and activities directly related to the buying and selling of goods (List each activity for which a license is requested according to Clause 1, Article 3 of this Decree):
– …………………………………………………………………………………………………………………………
2. Other suggestions (if any):
– …………………………………………………………………………………………………………………………
III. Business Commitment:
1. Be legally responsible for the legality, accuracy, and truthfulness of the content of the Application and supporting documents for a business license.
2. Strictly comply with the regulations of Vietnamese law, the provisions of the business license, and documents issued by competent authorities.
______________
1 Record the most recent registration change.
2 Record your business activities according to the National Database of Business Registration.
3 Record the objectives of each project as stated in the Investment Registration Certificate. If there are multiple projects, create an appendix.
4 If there are multiple members, an appendix should be created.
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APPLICATION FOR AMENDMENT OF BUSINESS LICENSE
To: Department of Industry and Trade of the province/city of……………………………..
I. Business Information:
1. Business Name: …………………………………………………………………………………………….
Business registration number: …………………………………………………………………………………………….
Head office address: ……………………………………………………………………………………………..
Phone: …………………… Fax: …………. Email:………….. Website:………………………
Legal representative of the business: ……………………………………………………..
Business registration certificate number… issued by… for initial registration on… day… month… year…; registration amendment number…1… day… month… year….
2. Registered capital (stated in numbers; VND and equivalent value in foreign currency): ….
..............................................................................................................................................
3. Investment capital for the project's trading activities and activities directly related to trading (if any) (in amount; VND and equivalent value in foreign currency): …………………………………………..
4. Business lines2:…………………………………………………………………………………..
5. Objectives of the investment project3: ………………………………………………………………………………
6. Business license for trading goods and activities directly related to trading goods No. ... issued by ... on ... day ... month ... year ...; registration change issued for the first time.4…day…month…year…..,.
II. We propose the following amendments to Business License No. ... for the trading of goods and activities directly related to the trading of goods:
1. Update business information
a) The company's information has been recorded.5: …………………………………………………
b) Information of the business requesting the adjustment (record the adjustment information and the reason for the adjustment): .
………………………………………………………………………………
c) Business information after adjustment: …………………………………………………
2. Adjusting business content
a) Business activities that have been licensed: ……………………………………………………………………
b) Proposed adjustments to business activities (state the adjustments and reasons for the adjustments):…
…………………………………………………………………………………………………
c) Business content after adjustment:……………………………………………………………….
III. Business Commitment:
1. Be legally responsible for the legality, accuracy, and truthfulness of the content of the Application and supporting documents for the adjustment of the Business License.
2. Strictly comply with the regulations of Vietnamese law, the provisions of the business license, and documents issued by competent authorities.
______________
1 Record the most recent registration change.
2 Only fill in if the proposed amendment relates to a change in business lines. Record according to the National Database of Business Registration.
3 Only include this information if the proposed adjustments relate to this investment project.
4 Record the most recent registration change.
5 Only record content related to the information requested for adjustment.
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APPLICATION FOR RENEWAL OF BUSINESS LICENSE
To: Department of Industry and Trade of the province/city of………………………………
I. Business Information:
1. Business Name: …………………………………………………………………………………………….
Business registration number: …………………………………………………………………………………………….
Head office address: ……………………………………………………………………………………………..
Phone: …………………………. Fax: …………………. Email: ………….. Website:…….
Legal representative of the business: ……………………………………………………..
2. Business license for trading goods and activities directly related to trading goods No. ... issued by ... on ... day ... month ... year ...; registration change issued for the first time.1 … day… month… year…
II. Request for re-issuance of Business License for the trading of goods and activities directly related to the trading of goods No. ... as follows:
Reason for reissue: ………………………………………………………………………………………………………..
III. Business Commitment:
1. Be legally responsible for the legality, accuracy, and truthfulness of the content of the Application and supporting documents for the renewal of the Business License.
2. Strictly comply with the regulations of Vietnamese law and the regulations of the business license.
3. Return the previously issued business license in accordance with the provisions of Clause 5, Article 19 of this Decree./.
______________
1 Record the most recent registration change.
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APPLICATION FOR RETAIL ESTABLISHMENT LICENSE NO…
To: Department of Industry and Trade of the province/city of………………………
I. Business Information
Business name: ………………………………………………………………………………………………..
Business registration number: …………………………………………………………………………………………….
Head office address: ……………………………………………………………………………………………..
Phone:……………………….Fax: ……………..Email: …………….Website: ……………..
Legal representative of the business: …………………………………………………….
Business license for trading goods and activities directly related to trading goods No. ... issued by ... on ... day ... month ... year ...; registration change issued for the first time.1 …day…month…year….
Retail outlets have been established nationwide.2: ……………………………………………………..
II. Request for Retail Establishment License No. ... with the following details:
1. Name of retail establishment: ………………………………………………………………………………………………
2. Retail store address: ………………………………………………………………………………………….
3. Type of retail establishment: ………………………………………………………………………………………
4. Retail facility size, including:
– Total land area used for the retail facility project (if any): … m2
– Total floor area (if any): …m2, Inside:
+ Sales area: … m2
+ Area for business/service use (if any): …m2
5. Goods distributed at retail outlets: ………………………………………………………………….
6. Operating period of the retail establishment: …………………………………………………………………
7. Other suggestions (if any): ………………………………………………………………………………..
III. Business Commitment
1. Be legally responsible for the legality, accuracy, and truthfulness of the content of the Application and supporting documents for obtaining a retail establishment license.
2. Strictly comply with the regulations of Vietnamese law, the regulations of the Business License, the Retail Establishment License, and other documents issued by competent authorities.
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1 Record the most recent registration change.
2 Prepare an appendix by province/city listing the following information: serial number; name of the retail establishment; number, date, month, and year of the Retail Establishment License; and address of the retail establishment.
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APPLICATION FOR AMENDMENT OF RETAIL ESTABLISHMENT LICENSE NO. …
To: Department of Industry and Trade of the province/city of………………
I. Business Information
Business name: …………………………………………………………………………………………………
Business registration number: ……………………………………………………………………………………………..
Head office address: ………………………………………………………………………………………………
Phone:……………………….Fax:…………………Email:…………………Website:………
Legal representative of the enterprise: ………………………………………………………
Business license for trading goods and activities directly related to trading goods No. ... issued by ... on ... day ... month ... year ...; registration change issued for the first time.1 …day…month…year…
Retail establishment license number… issued by… on… day… month… year…; registration change issued for the first time.2…day…month…year…
II. We request the following amendment to Retail Establishment License No. ... issued by ... on ... day ... month ... year ...:
1. Update business information
a) The company's information has been recorded.3:……………………………………………………
b) Information of the business requesting the adjustment (record the adjustment information and the reason for the adjustment): .
………………………………………………………………………………………………………………………………..
c) Business information after adjustment: …………………………………………………..
2. Adjusting the business content of retail establishments.
a) Business activities that have been licensed:
b) Proposed adjustments to business content (state the adjustments and reasons for the adjustments):...
…………………………………………………………………………………………………
c) Business content after adjustment:……………………………………………………………….
III. Business Commitment
1. Be legally responsible for the legality, accuracy, and truthfulness of the content of the Application and supporting documents for adjusting the Retail Establishment License.
2. Strictly comply with the regulations of Vietnamese law, the regulations of the Business License, the Retail Establishment License, and other documents issued by competent authorities.
______________
1 Record the most recent registration change.
2 Record the most recent registration change of the proposed amendment to the Retail Establishment License.
3 Only record information relevant to the proposed adjustments.
_________________________________________________________________________________________________________
APPLICATION FOR RENEWAL OF RETAIL ESTABLISHMENT LICENSE NO. …
To: Department of Industry and Trade of the province/city of …………………..
I. Business Information
Business name: ……………………………………………………………………………………………….
Business registration number: ……………………………………………………………………………………………
Head office address: …………………………………………………………………………………………….
Phone:…………………… Fax:………………. Email:……………. Website:………………
Legal representative of the business:…………………………………………………….
Retail establishment license number… issued by… on… day… month… year….; registration change issued for the first time.1…day…month…year…
II. Request for re-issuance of Retail Establishment License No. ... issued by ... on ... day ... month ... year ... as follows:
Reason for reissue: ……………………………………………………………………………………………………….
III. Business Commitment
1. Be legally responsible for the legality, accuracy, and truthfulness of the content of the Application and supporting documents for the renewal of the Retail Establishment License.
2. Strictly comply with the regulations of Vietnamese law, the regulations of the Business License, the Retail Establishment License, and other documents issued by competent authorities.
______________
1 Record the most recent registration change of the Retail Establishment License for which renewal is requested.
_________________________________________________________________________________________________________
APPLICATION FOR EXTENSION OF RETAIL ESTABLISHMENT LICENSE NO. …
To: Department of Industry and Trade of the province/city of………………
I. Business Information
Business name: ……………………………………………………………………………………………….
Business registration number: ……………………………………………………………………………………………
Head office address: …………………………………………………………………………………………….
Phone: ………………….. Fax: ……………… Email: ………………. Website:…………..
Legal representative of the business:……………………………………………………..
Business license for trading goods and activities directly related to trading goods No. ... issued by ... on ... day ... month ... year ...; registration change number ...1…day…month…year…
Retail establishment license number … issued by … on … day … month … year …; registration change issued for the first time.2…day…month…year….
II. Request for extension of Retail Establishment License No. ... issued by ... on ... day ... month ... year ... as follows:
1. Extension period: ………………………………………………………………………………………………
2. Reason for renewal: …………………………………………………………………………………………………..
3. Other suggestions (if any): ………………………………………………………………………………..
III. Business Commitment
1. Be legally responsible for the legality, accuracy, and truthfulness of the content of the Application and supporting documents for the renewal of the Retail Establishment License.
2. Strictly comply with the regulations of Vietnamese law, the provisions of the Business License, the Retail Establishment License, and other documents issued by competent authorities.
______________
1 Record the most recent registration change.
2 Record the most recent registration change of the Retail Establishment License for which renewal is requested.
_________________________________________________________________________________________________________
APPLICATION FOR RETAIL ESTABLISHMENT LICENSE ALLOWING THE RETAIL ESTABLISHMENT TO CONTINUE OPERATIONS
To: Ministry of Industry and Trade
I. Business Information
1. Business Name: …………………………………………………………………………………………….
Business registration number: …………………………………………………………………………………………….
Head office address: ……………………………………………………………………………………………..
Phone:………………………. Fax:……………….. Email:………………… Website:……..
Legal representative of the business: ……………………………………………………..
Business registration certificate number… issued by… on… day… month… year…; registration change number… issued on… day… month… year…1....
2. Registered capital (stated in numbers; VND and equivalent value in foreign currency): …
…………………………………………………………………………………………………
3. Investment capital for the project's trading activities and activities directly related to trading (if any) (in numbers; VND and equivalent value in foreign currency): ………………………………….
4. Business lines2: …………………………………………………………………………………..
5. Information about the owner/contributing member/founding shareholder3:
– Owner/contributing member/founding shareholder is an organization:
+ Business name:………………………………… Place of registration:…………………..
+ Capital contribution/share ratio:……………………………………………………………………………………….
+ Main business/field of activity:………………………………………………………………..
– Owners/contributing members/founding shareholders are individuals:
Full name:…………………………………………… Nationality:……………………………………
+ Capital contribution/share ratio:……………………………………………………………………………………….
6. Business license for trading goods and activities directly related to trading goods No. … issued by … on … day … month … year4 … (if any).
7. Retail outlets have been established nationwide.5: ………………………………………..
II. Request for a Retail Establishment License to allow the following retail establishment(s) to continue operating.6:
1. First retail location:
a) Name of retail establishment: …………………………………………………………………………………………….
b) Retail store address: ………………………………………………………………………………………..
c) Type of retail establishment: …………………………………………………………………………………….
d) Retail facility size, including:
– Total land area used for the retail facility project (if any):… m2
– Total floor area (if any):… m2, Inside:
+ Sales area:… m2
+ Area for business/services (if any):… m2
d) Goods distributed at retail outlets:…………………………………………………………………..
e) Duration of operation of the retail establishment:………………………………………………………………….
g) Other suggestions (if any):…………………………………………………………………………………
2. Retail store number:……………………………………………………………………………………………….
III. Business Commitment
1. Be legally responsible for the legality, accuracy, and truthfulness of the content of the Application and supporting documents for a Retail Establishment License allowing the retail establishment to continue operating.
2. Strictly comply with the regulations of Vietnamese law, the regulations of the Business License, the Retail Establishment License, and other documents issued by competent authorities.
______________
1 Record the date of the most recent registration change.
2 Record your business activities according to the National Database of Business Registration.
3 If there are multiple members, an appendix should be created.
4 The most recently issued business license
5 Create an appendix by province/city listing the following information: serial number; name of the retail establishment; address of the retail establishment; type of retail establishment; and goods being sold.
6 Prepare an appendix by province/city outlining the contents specified in Part II of this Form. Each province/city shall prepare one appendix to be attached to one Application Form.
_________________________________________________________________________________________________________
According to Clause 3, Article 8 of Government Decree No. 09/2018/ND-CP dated January 15, 2018, detailing the Law on Commerce and the Law on Foreign Trade Management regarding the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in Vietnam,
After verifying the completeness and validity of the application and compliance with the conditions stipulated in Article 9 of the above Decree (applicable to the issuance/amendment of Business Licenses); compliance with the conditions stipulated in Article 22 of the above Decree (applicable to the issuance/amendment of Retail Establishment Licenses);…
The Department of Industry and Trade… considers that, in principle, Company… meets the conditions for being granted/amended a Business License/Retail Establishment License. Therefore, the Department of Industry and Trade is forwarding Company…'s application and requesting the Ministry of Industry and Trade and the Ministry of…2 There are opinions on the following:
Issuance/amendment of Business License No. … by … on … day … month … year … upon request of Company …. (with attached documents).
or
Issuance of Retail Establishment License/Amendment of Retail Establishment License No. …. issued by …. on …. day …. month …. year …. upon request of Company… (with attached documents)
, and
Other content (if any)./.
______________
1 The relevant ministry/sector (if applicable).
2 The relevant ministry/sector (if applicable).
_________________________________________________________________________________________________________
To: Department of Industry and Trade of the province/city…
According to Clause 3, Article 8 of Government Decree No. 09/2018/ND-CP dated January 15, 2018, detailing the Law on Commerce and the Law on Foreign Trade Management regarding the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in Vietnam,
The Ministry… has an opinion on the matter2…as follows:
1. Issuance/amendment of Business License No. … issued by … on … day … month … year … of Company … as follows:
Approval of Business License/Amendment of Business License No. … issued by … on … day … month … year ….
or
Business License/Business License Amendment No. … issued by … on … day … month … year …. is not approved for the reason ………………………………………………………………………………………………………………………
2. Issuance/amendment of Retail Establishment License No. … issued by … on … day … month … year … to Company … as follows:
Approval of Retail Establishment License/Adjustment of Retail Establishment License No. ... issued by ... on ... day ... month ... year ...
or
The application for Retail Establishment License/Adjustment of Retail Establishment License No. … issued by … on … day … month … year … is not approved for the following reason: ………………………………………………………………………………………………………
3. Other comments: ……………………………………………………………………………………………………..
______________
1 Ministry of Industry and Trade/Ministry in charge of the sector.
2 The Ministry of Industry and Trade/the relevant industry management ministry provides its opinion on the content as requested in the document from the Department of Industry and Trade.
_________________________________________________________________________________________________________
BUSINESS LICENSE
ACTIVITIES RELATED TO THE BUYING AND SELLING OF GOODS AND ACTIVITIES DIRECTLY CONNECTED TO THE BUYING AND SELLING OF GOODS
Number: …………………
First issued, date …month …year…
Revision No.: ..., Date: ... Month ... Year ...
Reissue number: …, date …month …year…
(Reissued based on Business License No. ... issued by ... on ... day ... month ... year ...)
Based on Decree No. 09/2018/ND-CP dated January 15, 2018 of the Government detailing the Law on Commerce and the Law on Foreign Trade Management regarding the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in Vietnam;
Considering the application of ………………………………………from……………………………………………….
DIRECTOR OF THE DEPARTMENT OF INDUSTRY AND TRADE OF THE PROVINCE/CITY…………………….
I. Permission granted:
Business name: …………………………………………………………………………………………………
Business registration certificate number … issued by …, first registered on … day … month … year …; registration change number …1… day … month … year….
Business registration number: ……………………………………………………………………………………………..
Head office address: ………………………………………………………………………………………………
Legal representative of the business: ……………………………………………………..
Owners/contributing members/founding shareholders:
|
STT |
Name of owner/member/founding shareholder |
Place of registration for organizations/ or nationality for individuals |
Value of capital contribution (VND and equivalent value in foreign currency, if any) |
Percentage (%) |
Note |
|
1 |
|
|
|
|
|
|
... |
|
|
|
|
|
II. Authorized to conduct the buying and selling of goods and activities directly related to the buying and selling of goods:
1. ………………………………………………………………………………………………………………………..
The conditions (if any)
2. ………………………………………………………………………………………………………………………..
The conditions (if any)
3. ………………………………………………………………………………………………………………………..
III. This license is valid from the date of issuance.
IV. This license is made in 03 original copies: One copy is given to the enterprise, and two copies are kept at the Department of Industry and Trade of the province/city of …………./.
______________
1 Record the most recent registration change.
2 List the receiving agencies as stipulated in Article 41 of this Decree.
_________________________________________________________________________________________________________
RETAIL ESTABLISHMENT LICENSE
Number:……………………….
First issued, date … month … year…
Revision No. ..., dated ... month ... year ...
Renewal number: …, date … month … year…
Reissue number: …, date … month … year…
(Reissued based on Retail Establishment License No… issued by … on … day … month … year…)
Based on Decree No. 09/2018/ND-CP dated January 15, 2018 of the Government detailing the Law on Commerce and the Law on Foreign Trade Management regarding the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in Vietnam;
Considering the application of ………………………………….. from ……………………………………………………..
DIRECTOR OF THE PROVINCIAL/CITY DEPARTMENT OF INDUSTRY AND TRADE………………..
I. Allow
Company's name (written in capital letters): …………………………………………………………………………
Business registration number: …………………………………………………………………………………………….
Head office address: ……………………………………………………………………………………………..
Business license for trading goods and activities directly related to trading goods No. …. issued by … on … day … month … year ….
II. A retail outlet numbered … has been established with the following details:
1. Name of retail establishment: ………………………………………………………………………………………………
2. Retail store address: ………………………………………………………………………………………….
3. Type of retail establishment: ………………………………………………………………………………………
4. Retail facility size, including:
– Total land area used for the retail facility project (if any):… m2
– Total floor area (if any):… m2, Inside:
+ Sales area: … m2
+ Area for business/services (if any): … m2
5. Other contents (if any): ………………………………………………………………………………
III. This license is valid from the date of issuance until the end of day… month… year…
IV. This license is made in 03 original copies: One copy is given to the enterprise, and two copies are kept at the Department of Industry and Trade of the province/city of ………………./.
______________
1 List the receiving agencies as stipulated in Article 41 of this Decree.
_________________________________________________________________________________________________________
IMPLEMENTATION REPORT
ACTIVITIES RELATED TO THE BUYING AND SELLING OF GOODS AND ACTIVITIES DIRECTLY CONNECTED TO THE BUYING AND SELLING OF GOODS
YEAR…
Business name: ……………………………………………………………………………………………….
Legal representative of the enterprise: ……………………………………………………………..
Head office address: ……………………………………………………………………………………………..
Phone: ………………Fax: ……………….Email: ………….Website (if any):……………
Business license number: ……………….issued by…………………. on… day … month … year…4
Number of licensed/operating retail establishments nationwide5: ……..
…………………………………………………………………………………………………
I. SITUATION REGARDING THE IMPLEMENTATION OF BUSINESS LICENSES
1. Exercising retail distribution rights without establishing retail outlets (if any).
|
Product group |
Import |
Buy domestically |
Total |
|||
|
Revenue (million VND) |
Compared to the previous year (%) |
Revenue (million VND) |
Compared to the previous year (%) |
Revenue (million VND) |
Compared to the previous year (%) |
|
|
(1) |
|
(2) |
|
(1) + (2) |
|
|
|
1. Food |
|
|
|
|
|
|
|
2. Non-food items |
|
|
|
|
|
|
|
3. ... |
|
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|
|
|
|
Total |
|
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|
|
|
|
2. Exercise the right to import and distribute goods as stipulated in point b, clause 4, Article 9 of Decree No. 09/2018/ND-CP (if applicable).
|
Criteria |
Quantity |
Revenue |
Profit |
|||
|
Quantity (Unit) |
Compared to the previous year (%) |
Revenue (million VND) |
Compared to the previous year (%) |
Profit (million VND) |
Compared to the previous year (%) |
|
|
1. Imports |
|
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|
|
|
|
|
2. Buy domestically |
|
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|
Total |
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3. Carrying out activities directly related to the buying and selling of goods.6
a) Activities…
– Main activities/fields/products: …………………………………………………………
- Revenue: …………………………………………………………………………………………………………
- Profit: …………………………………………………………………………………………………………
– Main partners/customers: ………………………………………………………………………………………
– Other content: …………………………………………………………………………………………………..
b) Activities…
………………………………………………………………………………………………………………………………..
II. STATUS OF RETAIL ESTABLISHMENT LICENSE ISSUANCE (if applicable)
1. Overall business situation of retail establishments
|
Province/city |
Import |
Buy domestically |
Revenue |
Profit |
||||
|
Revenue (million VND) |
Compared to the previous year (%) |
Revenue (million VND) |
Compared to the previous year (%) |
Revenue (million VND) |
Compared to the previous year (%) |
Profit (million VND) |
Compared to the previous year (%) |
|
|
(1) |
|
(2) |
|
(1) + (2) |
|
|
|
|
|
1. Province/City… |
|
|
|
|
|
|
|
|
|
– Retail store number… |
|
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|
|
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|
– Retail store number… |
|
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Add |
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|
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|
2. Province/City… |
|
|
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|
|
|
|
|
|
– Retail store number… |
|
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|
|
|
|
|
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|
... |
|
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|
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|
' |
|
Add |
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|
|
|
|
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3. ... |
|
|
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|
|
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Total |
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|
2. Business performance by product category and product group at retail establishments.
a) Business performance by product group
|
Product group |
Import |
Buy domestically |
||
|
Revenue (million VND) |
Compared to the previous year (%) |
Revenue (million VND) |
Compared to the previous year (%) |
|
|
I. FOOD |
|
|
|
|
|
1. Province/City… |
|
|
|
|
|
– Retail store number… |
|
|
|
|
|
– Retail store number… |
|
|
|
|
|
... |
|
|
|
|
|
Food community |
|
|
|
|
|
2. Province/City… |
|
|
|
|
|
– Retail store number… |
|
|
|
|
|
... |
|
|
|
|
|
Food community |
|
|
|
|
|
II. NON-FOOD ITEMS |
|
|
|
|
|
1. Province/City… |
|
|
|
|
|
– Retail store number… |
|
|
|
|
|
– Retail store number… |
|
|
|
|
|
... |
|
|
|
|
|
Non-food additions |
|
|
|
|
|
2. Province/City… |
|
|
|
|
|
– Retail store number… |
|
|
|
|
|
... |
|
|
|
|
|
III. TOTAL |
|
|
|
|
|
1. Total food |
|
|
|
|
|
2. Total non-food items |
|
|
|
|
b) The business situation of goods as stipulated in point c, clause 4, Article 9 of Decree No. 09/2018/ND-CP
|
Items |
Quantity (Unit) |
Revenue (Million VND) |
||
|
Reporting year |
Compared to the previous year (%) |
Reporting year |
Compared to the previous year (%) |
|
|
I. RICE PRODUCTS |
|
|
|
|
|
1. Province/City… |
|
|
|
|
|
Retail store number… |
|
|
|
|
|
Retail store number… |
|
|
|
|
|
... |
|
|
|
|
|
Rice |
|
|
|
|
|
2. Province/City… |
|
|
|
|
|
... |
|
|
|
|
|
Rice |
|
|
|
|
|
II. SUGAR PRODUCTS |
|
|
|
|
|
1. Province/City… |
|
|
|
|
|
Retail store number… |
|
|
|
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|
Retail store number… |
|
|
|
|
|
... |
|
|
|
|
|
Add sugar to the price. |
|
|
|
|
|
2. Province/City |
|
|
|
|
|
... |
|
|
|
|
|
III. PRODUCTS… |
|
|
|
|
|
IV. TOTAL |
... |
... |
... |
... |
|
1. Total amount of rice |
|
|
|
|
|
2. Total amount of sugar |
|
|
|
|
|
3. Total number of items… |
|
|
|
|
III. SITUATION REGARDING FULFILLMENT OF OBLIGATIONS TO THE STATE BUDGET7
|
STT |
Targets |
Result |
Compared to the previous year (%) |
|
1 |
Revenue |
|
|
|
2 |
Profit before tax |
|
|
|
3 |
Corporate income tax |
|
|
|
4 |
Other tax and financial obligations… |
|
|
The company commits to being fully responsible before the law for the legality, accuracy, and truthfulness of the content of this report.
______________
1 Submit to the Ministry of Industry and Trade in cases where enterprises carry out activities stipulated in points b, c, d, e, g, h, and i of Clause 1, Article 5 of Decree No. 09/2018/ND-CP.
2 Submit to the relevant industry management agency in the case of businesses trading goods as stipulated in point c, clause 4, Article 9 of Decree No. 09/2018/NĐ-CP.
3 To the Department of Industry and Trade that issued the Business License and Retail Establishment License.
4 Record the date of the most recent business license issuance.
5 Prepare an appendix by province/city listing the following information: Serial number, name, and address of the retail establishment; number and date of issuance of the Retail Establishment License.
6 Report on licensed activities as stipulated in points b, c, d, e, g, h and i of Clause 1, Article 5 of Decree No. 09/2018/ND-CP.
7 Report only indicators related to the buying and selling of goods and activities directly related to the buying and selling of goods.
_________________________________________________________________________________________________________
REPORT ON
BUSINESS LICENSE, RETAIL ESTABLISHMENT LICENSE
YEAR…
1. Business License Issuance Situation
|
Criteria |
Number of licenses issued |
Compared to the previous year (increase/decrease) |
Cumulative figures up to the reporting date |
|
New issuance |
|
|
|
|
Adjusted |
|
|
|
|
Reissue |
|
|
|
|
Recall |
|
|
|
|
Total |
|
|
|
2. Status of issuing licenses for establishing retail establishments
|
Criteria |
Number of licenses issued |
Compared to the previous year (increase/decrease) |
Cumulative figures up to the reporting date |
|
New issuance |
|
|
|
|
Adjusted |
|
|
|
|
Reissue |
|
|
|
|
Extend |
|
|
|
|
Recall |
|
|
|
|
Total |
|
|
|
3. Licensing situation by specific sectors
|
STT |
Sectors |
Number of licenses issued |
Compared to the previous year (increase/decrease) |
Cumulative figures up to the reporting date |
|
1 |
Exercising retail distribution rights without establishing retail outlets. |
|
|
|
|
2 |
Exercising the right to import and the right to wholesale distribution of goods as stipulated in point b, clause 4, Article 9 of Decree No. 09/2018/ND-CP |
|
|
|
|
3 |
Exercising the right to retail distribution of goods as stipulated in point c, clause 4, Article 9 of Decree No. 09/2018/ND-CP |
|
|
|
|
4 |
Logistics services; excluding sub-sectors of logistics services for which Vietnam has committed to market opening in international treaties to which Vietnam is a party. |
|
|
|
|
5 |
Leasing of goods, excluding financial leasing (except leasing of construction equipment with operators) |
|
|
|
|
6 |
Providing trade promotion services, excluding advertising services. |
|
|
|
|
7 |
Providing commercial intermediary services |
|
|
|
|
8 |
Providing e-commerce services |
|
|
|
|
9 |
Providing services for organizing tenders for goods and services. |
|
|
|
4. Status of monitoring, inspection, and auditing activities.
……………………………………………………………………………………………………………………………..
5. Situation regarding the handling of violations
……………………………………………………………………………………………………………………………..
6. Comments and assessments on the performance of the Licensing Authority in fulfilling its state management functions.
………………………………………………………………………………………………………………………………..
7. Overall assessment of the performance of goods trading activities and activities directly related to goods trading by enterprises under management.
– Business performance of the enterprise: ……………………………………………….
– Status of businesses fulfilling their corporate income tax obligations and paying taxes to the state budget:
– Status of compliance with relevant state laws and regulations: ……………………….
………………………………………………………………………………………………………………………………..
8. Proposals and Recommendations
………………………………………………………………………………………………………………………………..
______________
1 Submit to the relevant industry management agency in cases where a license for retail distribution of goods is granted as stipulated in point c, clause 4, Article 9 of Decree No. 09/2018/NĐ-CP.
_________________________________________________________________________________________________________
DIRECTOR OF THE PROVINCIAL/CITY DEPARTMENT OF INDUSTRY AND TRADE…
Based on Decree No. 09/2018/ND-CP dated January 15, 2018 of the Government detailing the Law on Commerce and the Law on Foreign Trade Management regarding the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in Vietnam;
Base…………………..
DECISION:
Article 1. Revocation of Business License No. …
Business name: ……………………………………………………………………………………………….
Tax identification number: …………………………………………………………………………………………………………
Head office address: ……………………………………………………………………………………………..
Legal representative of the business: …………………………………………………….
or
Article 1. Revocation of Retail Establishment License No. …
Business name: ………………………………………………………………………………………………..
Tax identification number: ………………………………………………………………………………………………………….
Head office address: ………………………………………………………………………………………………
Legal representative of the business: ……………………………………………………..
Retail establishment name: ………………………………………………………………………………………………….
Retail address: ……………………………………………………………………………………………..
Article 2. This decision takes effect from the date of signing. The individuals concerned are responsible for implementing this decision./.
_________________________________________________________________________________________________________
DIRECTOR OF THE PROVINCIAL/CITY DEPARTMENT OF INDUSTRY AND TRADE…
Based on Decree No. 09/2018/ND-CP dated January 15, 2018 of the Government detailing the Law on Commerce and the Law on Foreign Trade Management regarding the buying and selling of goods and activities directly related to the buying and selling of goods by foreign investors and economic organizations with foreign investment capital in Vietnam;
Base…………………
DECISION:
Article 1. Termination of the business activities involving the buying and selling of goods and activities directly related to the buying and selling of goods under Business License No. …
Business name: ……………………………………………………………………………………………….
Tax identification number: …………………………………………………………………………………………………………
Head office address: ……………………………………………………………………………………………..
Legal representative of the business: …………………………………………………….
or
Article 1. The content… in Business License No… is hereby revoked.
Business name: ……………………………………………………………………………………………….
Tax identification number: …………………………………………………………………………………………………………
Head office address: ……………………………………………………………………………………………..
Legal representative of the business: …………………………………………………….
or
Article 1. Termination of operations of retail establishment number …
Business name: ………………………………………………………………………………………………..
Tax identification number: ………………………………………………………………………………………………………….
Head office address: ………………………………………………………………………………………………
Legal representative of the business: ……………………………………………………..
Retail establishment name: ………………………………………………………………………………………………….
Retail address: ……………………………………………………………………………………………..
Article 2. This decision takes effect from the date of signing. You are responsible for implementing this decision./.
_________________________________________________________________________________________________________
GUIDE TO FILLING OUT A BUSINESS LICENSE AND RETAIL ESTABLISHMENT LICENSE
I. Business License Number, Retail Establishment License Number
1. Business License Number
a) Structure: The business license number has the following structure: “Business License Number/Business-0000”, in which:
– “Business Registration Certificate Number” refers to the Business Registration Certificate number.
– “KD” is an abbreviation for “Business License”.
– “0000”: from 0001 to 9999, is the sequential number of the Business License according to the licensing period, as recorded by the Licensing Authority.
b) Example: Enterprise A has its head office in Hanoi and its business registration certificate number is 0108008050. This is the first foreign-invested enterprise in Hanoi to be granted a business license by the Hanoi Department of Industry and Trade, so the enterprise's business license number is: 0108008050/KD-0001.
2. Retail Establishment License Number
a) Structure: The Retail Establishment License Number has the following structure: “Business License Number/00.000”, in which:
– The business license number is the business permit number.
– The first two zeros (00) represent the code for the province or centrally-governed city where the retail establishment is located. The code for the province/centrally-governed city is implemented according to the regulations in Table 2 of the Appendix attached to this Decree.
– The next three digits “000”: From 001 to 999, are the sequential number of the retail establishment according to the time of establishment, as declared by the business in the Application for a Retail Establishment License, and recorded by the Licensing Authority in the Retail Establishment License.
b) Example: Enterprise B has Business License No.: 0108008050/KD-0001, and the Hai Phong Department of Industry and Trade has issued a license to establish a retail outlet for the enterprise's 5th retail outlet in Hai Phong. The retail outlet establishment license number is: 0108008050/KD-0001/02.005.
II. Instructions on how to fill in certain information on Business Licenses and Retail Establishment Licenses
1. Issuance of Business License/Retail Establishment License for the first time: Record the date of issuance of the license (day, month, year).
Company C has its head office in Hanoi. The Hanoi Department of Industry and Trade issued its initial business license to Company C on April 1, 2018. The date on the business license issued to Company C should be recorded as follows:
First issued: April 1, 2018
2. Reissuing a Business License as prescribed in Clause 1, Article 17 of Decree No. 09/2018/ND-CP: Record the license number, date, month, and year of all reissuances.
Enterprise D holds Business License No. 0101407698/KD-0012 issued by the Hanoi Department of Industry and Trade on September 1, 2016. Due to the enterprise's needs, the enterprise relocated its head office to Da Nang City. The Da Nang Department of Industry and Trade reissued the business license to the enterprise in accordance with Clause 1, Article 17 of Decree No. 09/2018/ND-CP on August 1, 2018, with serial number 124. The license number and date on the business license should be recorded as follows:
Number: 0101407698/KD-0124
First issued, May 01, 2018
(Reissued based on Business License No. 0101407698/KD-12 issued by the Hanoi Department of Planning and Investment on September 1, 2016).
3. Reissuing a Business License/Retail Establishment License in case the license is lost or damaged: Record the date of all reissuances.
Enterprise E holds a business license issued by the Hanoi Department of Industry and Trade on June 1, 2018. Enterprise E lost its license and requested the Hanoi Department of Industry and Trade to reissue it in accordance with Clause 2, Article 17 of Decree No. 09/2018/ND-CP. Since the Hanoi Department of Industry and Trade reissued the business license to Enterprise E on October 1, 2018, the date on the reissued license should be as follows:
First issued, May 01, 2018
First reissued, November 1, 2018
4. Amendments to Business License/Retail Establishment License: Record the date (day, month, year) of all amendments.
Enterprise E holds a Retail Establishment License issued by the Hanoi Department of Industry and Trade on June 1, 2018, amended on August 12, 2018, and reissued on October 1, 2018. Following the Enterprise's request, the Hanoi Department of Industry and Trade amended the Retail Establishment License for the Enterprise on December 1, 2018, recording the date as follows:
First issued, May 01, 2018
First revision, August 12, 2018
First revision, August 01, 2018
First reissued, November 1, 2018
5. Renewal of Retail Establishment License: Record the date (day, month, year) of all renewals.
Enterprise F holds a Retail Establishment License issued by the Hanoi Department of Industry and Trade on May 10, 2018, amended on August 15, 2018, reissued on November 1, 2018, and renewed on April 20, 2020. Upon the Enterprise's request, the Hanoi Department of Industry and Trade renewed the Retail Establishment License for the second time on April 20, 2023. The date on the Retail Establishment License should be as follows:
First issued, May 10, 2018
First revision, August 15, 2018
First reissued, November 1, 2018
First renewal, April 20, 2020
Second extension, April 20, 2023
6. Adjusting and reissuing business licenses/retail establishment licenses issued before the effective date of this Decree.
Enterprise G holds a Retail Establishment License issued by the Hanoi People's Committee in 2016. Upon the Enterprise's request, the Hanoi Department of Industry and Trade, after the effective date of this Decree, will amend the Retail Establishment License for the Enterprise by issuing a new Retail Establishment License to the Enterprise using the form prescribed in this Decree. This new license will include the Retail Establishment License number as guided in Section 2, Part I above, and will also include the full number, date, month, and year of the previously issued Retail Establishment License in the section: "Reissued based on Retail Establishment License No… issued by ………… on… day… month… year…".
_________________________________________________________________________________________________________
TABLE OF PROVINCE/CITY CODES FOR LICENSING AUTHORIZATIONS
|
STT |
Local |
Code |
STT |
Local |
Code |
|
1 |
Hanoi City |
01 |
33 |
Quang Nam Province |
40 |
|
2 |
Ha Giang Province |
51 |
34 |
Quang Ngai province |
43 |
|
3 |
Cao Bang Province |
48 |
35 |
Pacify the province |
41 |
|
4 |
Bac Kan Province |
47 |
36 |
Phu Yen Province |
44 |
|
5 |
Tuyen Quang Province |
50 |
37 |
Khanh Hoa province |
42 |
|
6 |
Lao Cai Province |
53 |
38 |
Ninh Thuan Province |
45 |
|
7 |
Dien Bien Province |
56 |
39 |
Binh Thuan Province |
34 |
|
8 |
Lai Chau Province |
62 |
40 |
Kon Tum Province |
61 |
|
9 |
Son La Province |
55 |
41 |
Gia Lai province |
59 |
|
10 |
Yen Bai Province |
52 |
42 |
Dak Lak Province |
60 |
|
11 |
Hoa Binh Province |
54 |
43 |
Dak Nong Province |
64 |
|
12 |
Thai Nguyen province |
46 |
44 |
Lam Dong Province |
58 |
|
13 |
Lang Son Province |
49 |
45 |
Binh Phuoc |
38 |
|
14 |
Quang Ninh Province |
57 |
46 |
Tay Ninh Province |
39 |
|
15 |
Bac Giang province |
24 |
47 |
Binh Duong Province |
37 |
|
16 |
Phu Tho province |
26 |
48 |
Dongnai province |
36 |
|
17 |
Vinh Phuc Province |
25 |
49 |
Ba Ria - Vung Tau Province |
35 |
|
18 |
Bac Ninh province |
23 |
50 |
Ho Chi Minh City |
03 |
|
19 |
Hai Duong Province |
08 |
51 |
Long An Province |
11 |
|
20 |
Hai Phong city |
02 |
52 |
Tien Giang Province |
12 |
|
21 |
Hung Yen province |
09 |
53 |
Ben Tre Province |
13 |
|
22 |
Thai Binh Province |
10 |
54 |
Tra Vinh Province |
21 |
|
23 |
Ha Nam province |
07 |
55 |
Vinh Long Province |
15 |
|
24 |
Nam Dinh |
06 |
56 |
Dong Thap Province |
14 |
|
25 |
Ninh Binh province |
27 |
57 |
An Giang province |
16 |
|
26 |
Thanh Hoa province |
28 |
58 |
Kien Giang Province |
17 |
|
27 |
Nghe An province |
29 |
59 |
Can Tho city |
18 |
|
28 |
Ha Tinh province |
30 |
60 |
Hau Giang Province |
63 |
|
29 |
Quang Binh Province |
31 |
61 |
Soc Trang Province |
22 |
|
30 |
Quang Tri Province |
32 |
62 |
Bac Lieu Province |
19 |
|
31 |
Thua Thien Hue Province |
33 |
63 |
Ca Mau Province |
20 |
|
32 |
Da Nang City |
04 |
|
|
|