The executive office is a crucial component in managing the operations of a business, particularly for foreign investors operating in Vietnam. We are a professional entity specializing in providing solutions for obtaining permits for the establishment of executive offices for foreign investors in Vietnam. We understand the complex procedures and legal regulations related to establishing an executive office and assist our clients in completing these procedures quickly and efficiently. With a team of experienced and highly trained experts, we are committed to providing our clients with the best support to obtain permits for establishing an executive office in the easiest and fastest manner possible.
Mục lục bài viết
1. What is a BCC Contract?
A Business Cooperation Contract (hereinafter referred to as a BCC contract) is a contract signed between investors for the purpose of business cooperation, profit sharing, and product distribution in accordance with the law, without establishing an economic organization.
- A BCC contract signed between domestic investors is governed by civil law regulations.
- A BCC contract signed between a domestic investor and a foreign investor, or between foreign investors, must follow the procedures for obtaining an Investment Registration Certificate as stipulated in Article 38 of the Investment Law.
- The parties to a BCC contract establish a coordination board to implement the contract. The functions, duties, and powers of the coordination board are agreed upon by the parties.
2. Establishment of an Executive Office of a Foreign Investor in a BCC Contract
Article 49 of the Investment Law 2020 regulates the establishment of an executive office of a foreign investor in a BCC contract. Accordingly:
- A foreign investor in a BCC contract may establish an executive office in Vietnam to implement the contract. The location of the executive office is determined by the foreign investor in the BCC contract based on the requirements for implementing the contract.
- The executive office of a foreign investor in a BCC contract is entitled to have a seal; open a bank account; recruit employees; sign contracts; and conduct business activities within the scope of rights and obligations stipulated in the BCC contract and the Certificate of Registration of the Executive Office.
3. Documents Required for Registering the Establishment of an Executive Office
The dossier for registering the establishment of an executive office includes:
- A registration document for establishing the executive office, which includes: the name and address of the representative office in Vietnam (if any) of the foreign investor in the BCC contract; the name and address of the executive office; the content, duration, and scope of activities of the executive office; the full name, place of residence, and identification number (ID card, Citizen Identification Card, or Passport) of the head of the executive office (as per Form A.I.8 issued with Circular No. 03/2021/TT-BKHĐT).
- The decision of the foreign investor in the BCC contract on the establishment of the executive office.
- A copy of the decision appointing the head of the executive office.
- A copy of the BCC contract.
Procedure:
- Step 1: The foreign investor in the BCC contract submits the dossier for registering the establishment of the executive office to the Department of Planning and Investment at the location where the executive office is planned to be established.
- Step 2: The Department of Planning and Investment issues the Certificate of Registration of the Executive Office to the foreign investor in the BCC contract.
Within 15 days from the date of receipt of the dossier, the investment registration authority issues the Certificate of Registration of the Executive Office for the foreign investor.
4. Termination of the Executive Office of a Foreign Investor in a BCC Contract
The termination of the executive office of a foreign investor in a BCC contract is carried out in accordance with Article 50 of the Investment Law 2020. Specifically:
Within 07 working days from the date of the decision to terminate the operations of the executive office, the foreign investor must submit a notification dossier to the investment registration authority at the location of the executive office.
The dossier for notifying the termination of the executive office includes:
- The decision to terminate the operations of the executive office in case the executive office ceases operations before its term expires.
- A list of creditors and the debts that have been settled.
- A list of employees and the resolution of their rights and benefits.
- Confirmation from the tax authority that tax obligations have been fulfilled.
- Confirmation from the social insurance authority that social insurance obligations have been fulfilled.
- The Certificate of Registration of the Executive Office.
- A copy of the Investment Registration Certificate.
- A copy of the BCC contract.
Within 15 days from the date of receipt of the dossier specified in Clause 2 of this Article, the investment registration authority issues a decision to revoke the Certificate of Registration of the Executive Office.
5. Legal Basis
- Investment Law 2020.
- Circular No. 03/2021/TT-BKHĐT, which regulates the forms of documents and reports related to investment activities in Vietnam, investment from Vietnam abroad, and investment promotion.
Disclaimer:
This article is intended for informational purposes only and does not constitute legal advice from HTH & Partners. The content represents the views of HTH & Partners and is subject to change without prior notice.
The legal provisions referenced in this article were valid at the time of publication but may have been amended or repealed by the time of reading. We strongly recommend consulting a qualified legal professional before applying any information contained herein.
