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Investment & licensing

Representative office registration in Vietnam for foreign traders

Our representative office service helps a foreign trader check that it qualifies, choose between a representative office, a branch and a foreign-invested company, and prepare the application and follow it through to a licence from the provincial Department of Industry and Trade or the park management board. The authority checks the file within 3 working days and decides within 7 working days of a valid file (Article 11 of Decree 07/2016/ND-CP).

TimelineThe authority checks the file within 3 working days and decides within 7 working days of a valid file; if the line ministry must be consulted, it takes longer (Article 11 of Decree 07/2016/ND-CP). Preparing the trader’s documents abroad varies by case and is usually the longest part.
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Overview

Setting up a representative office in Vietnam: what to know before you file

A representative office is not a legal entity. It may only liaise, research the market and promote business opportunities for the foreign trader (Article 30 of Decree 07/2016/ND-CP); it may not earn income directly or sign contracts for the trader without a lawful authorisation (Article 18(1) and (3) of the Law on Commerce). If the trader needs to sign sales contracts or earn revenue in Vietnam, a representative office does not fit, so we compare the options before preparing the file.

Several rules to note: Decree 07/2016/ND-CP applies only to foreign traders, not to representative offices of companies established in Vietnam, including foreign-invested companies (Article 2(2)); a representative office must declare the beneficial owners of its parent company when it registers for tax (Article 63(4) of Decree 252/2026/ND-CP, in force from 1 July 2026); and, for branch licences only, since 1 July 2025 the provincial People’s Committee exercises the licensing powers (Article 35(1) of Decree 146/2025/ND-CP; Article 4 of Circular 11/2016/TT-BCT, consolidated text 23/VBHN-BCT), even though Article 6 of Decree 07/2016/ND-CP still names the Ministry of Industry and Trade.

The Ministry of Industry and Trade has published a draft decree amending Decree 07/2016 for comment; its comment period (21 September to 1 October 2026) has closed, and as at 3 October 2026 we have not seen an amending decree issued. If one is issued, the documents and procedure may change, so check the status before filing. For a step-by-step guide, see the article on setting up a representative office in the In-depth reading section below.

After the licence is issued, the representative office may have a seal in its own name under Vietnamese law and may open an account in foreign currency or in Vietnamese dong of foreign-currency origin at a bank licensed in Vietnam, to be used only for the office’s activities (Article 17(4) and (5) of the Law on Commerce). By 30 January each year it must send the licensing authority a report on the previous year’s activities in the form issued by the Ministry of Industry and Trade (Article 32(1) of Decree 07/2016/ND-CP). The licence may be revoked if the office files no report for 2 consecutive years, or does not send a report or explanation within 6 months of a request (Article 44(2) and (3)).

What’s included

What does our representative office service cover?

  • Review the foreign trader against the conditions: at least 1 year of operating history, a registration certificate (if it states a term) with at least 1 year left, planned activities within Vietnam’s treaty commitments (Article 7 of Decree 07/2016/ND-CP), and whether a sector-specific law applies instead (Article 1(2)).
  • Compare a representative office, a branch and a foreign-invested company against your need to sign contracts and earn revenue in Vietnam (Articles 17, 18 and 19 of the Law on Commerce).
  • Prepare the licence application: form MD-1, the appointment of the head of the office, financial statements or a tax-compliance confirmation, and premises documents (Article 10), with guidance on apostille (from 11 September 2026, Article 25 of Decree 293/2026/ND-CP, where the exemption applies) or consular certification and legalisation, translation and certification of foreign documents.
  • Review the premises against Article 28 of Decree 07/2016/ND-CP, including the lease, before the application is filed.
  • File the application on the trader’s authorisation, answer any request for additions (allowed only once) and follow the file until the licence is issued.
  • After the licence: prepare the beneficial-owner information of the parent company that must be declared at tax registration (Article 63(4) of Decree 252/2026/ND-CP), and set up the calendar for annual reports, renewal, amendments, relocation and closure.

Who it’s for

Who needs representative office registration?

  • Foreign companies that want to research the market, liaise with partners and customers and promote business in Vietnam without a legal entity.
  • Foreign traders with an existing representative office that must renew the licence, change the head, name, activities or address, or close the office.
  • Investors unsure whether a representative office, a branch or a foreign-invested company is the right vehicle.
  • Foreign-invested or domestic companies that want a representative office of their own and need to know how the procedure differs from Decree 07/2016.

Deliverables

What you receive

  • An advice note on the form of presence: conditions, limits on activities, licensing authority and timeline for each option.
  • The complete licence application and a list of the foreign documents that need an apostille or consular certification or legalisation, with guidance on form.
  • The representative office licence issued by the competent authority, or the authority’s written refusal with its reasons.
  • A post-licence calendar: the annual report by 30 January, renewal at least 30 days before expiry, and amendments within 60 working days of a change.

How we work

Representative office registration in Vietnam in 4 steps

  1. 01

    Review eligibility and structure

    Check the trader’s status, operating history and planned activities against treaty commitments and sector-specific laws; compare a representative office, a branch and a foreign-invested company.

  2. 02

    Prepare the file and foreign documents

    Draft the application and the appointment of the head; guide apostille or consular certification and legalisation, translation and certification; review the premises and lease.

  3. 03

    File and supplement

    File with the Department of Industry and Trade or the park management board, supplement the file when requested and track the 3 and 7 working-day deadlines.

  4. 04

    After the licence

    Guide the lease, bank account and tax registration with the parent’s beneficial-owner declaration; set the calendar for annual reports, renewal and amendments.

What to prepare

The foreign trader’s registration certificate and financial statements (or tax confirmation), details and passport of the intended head of the office, the parent’s ownership chart, the intended premises or lease, and the activities you want the office to carry out.

Scope and pricing factors

Fees depend on the number of files, whether the line ministry must be consulted and any renewal, amendment or closure work. Government fees, translation, notarisation, apostille or consular legalisation and rent are charged separately.

FAQ

About representative office registration in Vietnam for foreign traders

Who may set up a representative office in Vietnam?

A foreign trader established and registered under the law of a country or territory that is party to a treaty with Vietnam, that has operated for at least 1 year, whose registration certificate, if it states a term, has at least 1 year left on the filing date, and whose planned activities match Vietnam’s commitments (Article 7 of Decree 07/2016/ND-CP).

How long does it take to set up a representative office?

Within 3 working days of receipt the authority checks the file and may ask for additions, once only. Within 7 working days of a valid file it grants or refuses the licence (Article 11(2) and (3) of Decree 07/2016/ND-CP). If Article 7(5) applies, the authority must consult the line ministry, which takes longer.

Can a representative office sign contracts?

It may not earn income directly in Vietnam or sign contracts of the foreign trader unless its head holds a lawful authorisation or the contract serves the office itself, such as renting premises, hiring staff or opening an account (Article 18(1) and (3) and Article 17(2), (3), (4) of the Law on Commerce). Where the head is authorised, the trader must authorise in writing for each signing or amendment of a contract (Article 33(7) of Decree 07/2016/ND-CP).

Does Decree 07/2016 apply when a foreign-invested company opens a representative office?

No. Representative offices and branches of economic organisations with foreign investment established in Vietnam are outside the scope of Decree 07/2016/ND-CP (Article 2(2)); they are registered with the business registration office under the Law on Enterprises.

How long does a representative office licence last?

5 years, but not beyond the remaining term of the foreign trader’s registration certificate if it has a term (Article 9(1) of Decree 07/2016/ND-CP). The renewal file is due at least 30 days before the licence expires (Article 23(1)).

Legal references

Content last updated: .

Specific obligations and filings depend on your circumstances and the rules in force at the time. Official legal texts are in Vietnamese; English wording on this page is an unofficial explanation.

Further reading

Learn more before you start

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