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Services for Adding Business Lines to a Foreign-Invested Company

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In the context of rapid globalization and increasingly fierce competition, adding business lines for foreign-invested companies has become an essential solution to help foreign enterprises in Vietnam expand their scope of operations and business development. When a foreign-invested company wishes to add new business lines to its Investment Registration Certificate (IRC) or Enterprise Registration Certificate (ERC), it must comply with Vietnam’s legal regulations. This service not only assists enterprises in completing the legal dossier and procedures but also ensures the process is carried out quickly and lawfully, enabling the enterprise to promptly implement activities in new fields.

Why Foreign-Invested Enterprises Need to Add Business Lines

Services for Adding Business Lines to a Foreign-Invested Company

Expanding business operations by adding new business lines is essential for the sustainable development of an enterprise. Some common reasons include:

– Market and service expansion: When an enterprise identifies new business opportunities, adding business lines allows it to officially operate in those new sectors.
– Optimization of business operations: Many enterprises need to add related business lines to fully utilize existing resources, thereby improving operational efficiency.
– Meeting partner requirements: In many cases, partners require the enterprise to hold licenses for specific business lines before proceeding with cooperation.

Legal Regulations Related to Adding Business Lines

Foreign-invested companies wishing to add business lines must comply with Vietnamese legal regulations. Specifically:

Investment Registration Certificate (IRC): This is the legal document confirming the foreign enterprise’s right to invest in Vietnam. When adding business lines, the enterprise must amend this certificate to reflect the new business sectors.
– Enterprise Registration Certificate (ERC): This document confirms the legal existence of the enterprise in Vietnam. Adding business lines requires amendment of this certificate to ensure the enterprise operates in accordance with regulations.

In addition, enterprises should note that certain business lines require special conditions, such as those related to national defense and security, finance and banking, or real estate. Adding these lines requires meeting strict criteria under Vietnamese law.

Related articles:
Service for Establishing Representative Offices of Foreign Companies in Vietnam
Service for Amending Investment Registration Certificate

Procedure for Adding Business Lines to a Foreign-Invested Company

Services for Adding Business Lines to a Foreign-Invested Company

Dossier for Adding Business Lines to the Investment Registration Certificate

– Application for amendment of Investment Registration Certificate;
– Report on the implementation status of the investment project up to the date of requesting amendment;
– Decision on amendment of the investment project by the investor;
– Investment project proposal including the following contents: investor implementing the project, investment objectives, investment scale, investment capital and mobilization plan, location, duration, investment progress, labor demand, proposed investment incentives, assessment of socio-economic impact and efficiency of the project;
– Issued Investment Registration Certificate;
– Audited financial statements for the two most recent years;
– Investment policy decision or document amending the approved investment policy (if subject to investment policy approval);
– Power of attorney for the person submitting the dossier and identification documents of the person submitting the dossier to the state authority.

Authority for Adding Business Lines to the Investment Registration Certificate

– Department of Planning and Investment where the investor implements the investment project, or where the project office is or is planned to be located, amends the Investment Registration Certificate for the following investment projects:
+ Projects implemented in two or more provincial administrative units;
+ Projects implemented both inside and outside industrial zones, export processing zones, hi-tech zones, and economic zones;
+ Projects in industrial zones, export processing zones, hi-tech zones, economic zones where no management board has been established or which do not fall within the management scope of the industrial zone, export processing zone, hi-tech zone, or economic zone management board.
– Management board of industrial zones, export processing zones, hi-tech zones, economic zones amends the Investment Registration Certificate for the following investment projects:
+ Projects for construction and operation of infrastructure in industrial zones, export processing zones, hi-tech zones, and functional areas in economic zones;
+ Projects implemented in industrial zones, export processing zones, hi-tech zones, economic zones.

The dossier shall be submitted to the Investment Registration Authority that issued the Investment Registration Certificate. Within 10 working days, the Investment Registration Authority shall amend the Investment Registration Certificate for the investor.

Procedure for Amending Contents of the Enterprise Registration Certificate

Dossier for adding business lines to the Enterprise Registration Certificate includes:

  • Notice of amendment of business lines;
  • Decision of the owner/Members’ Council/Board of Directors on adding business lines;
  • Minutes of the Members’ Council/Board of Directors meeting on adding business lines;
  • Power of attorney for the person submitting the dossier.

Submission: Directly or online in two ways: using a business registration account or digital signature (token).

Within 3–5 working days, if the dossier is valid, the Department of Planning and Investment will issue a certificate of amendment of enterprise registration contents or send a notice requesting corrections if the dossier is invalid.

Related articles:
Foreign Investors Purchasing Capital Contributions in Vietnamese Companies
Application for Establishment of a Foreign-Invested Company in Vietnam

Frequently Asked Questions When Foreign Investors Wish to Add Business Lines

What are the conditions for adding business lines?

Foreign investors must meet requirements regarding capital contribution ratio, investment sector, and other conditions under Vietnamese law (Investment Law and Enterprise Law).

Certain specific sectors may require sub-licenses (e.g., finance, insurance, education, etc.).

How does the procedure for adding business lines proceed?

First, the company must amend the Investment Registration Certificate if the added business line is conditional for foreign investors.

Then, the company amends the Enterprise Registration Certificate (adding business lines).

How long does it take to process the addition of business lines?

Processing time is usually 10 to 15 working days from submission of a complete and valid dossier.

If the new business line requires a sub-license, the time may be longer.

How much does it cost to add business lines?

Service fees for amending enterprise registration are generally low. However, sectors requiring special conditions or sub-licenses may incur additional licensing costs.

Are there restrictions on added business lines for foreign investors?

Certain business lines are conditional for foreign investors (e.g., telecommunications, real estate, healthcare, education) and may require additional requirements such as minimum charter capital or a Vietnamese capital contribution ratio.

Some business lines may not be open to foreign investors.

Is it necessary to change charter capital when adding business lines?

It depends on the added business line. Some sectors require a minimum charter capital (legal capital), so the company may need to increase its charter capital.

What are the conditional business lines for foreign investors?

Some conditional business lines include education, healthcare, banking, telecommunications, real estate, and professional services such as auditing and legal services.

Is the procedure for adding business lines complicated?

For common business lines, the procedure is usually simple. However, if adding conditional business lines or lines requiring sub-licenses, the process may be more complex and time-consuming.

What should the company do after adding business lines?

After receiving the amended Investment Registration Certificate and Enterprise Registration Certificate, the company must update information with relevant authorities such as tax and customs (if applicable).

Service for Adding Business Lines to Foreign-Invested Companies at BKC Law

The service for adding business lines to foreign-invested companies at BKC Law is designed to support enterprises in expanding their scope of operations quickly and efficiently. With a team of experienced lawyers in investment and enterprise law, we are committed to providing detailed consultation on legal regulations, preparing dossiers, and carrying out the entire procedure for amending the Investment Registration Certificate and Enterprise Registration Certificate. BKC Law ensures the process is smooth, time- and cost-efficient for the enterprise, while fully complying with regulations on business lines involving foreign elements.

To receive free legal consultation at BKC Law, please contact our lawyers using the following information:

Telephone: 0901 3333 41
Email: info@bkclaw.vn
Branch in District 1:  9th Floor, Diamond Plaza Building, 34 Le Duan Street, District 1, Ho Chi Minh City
Branch in Binh Tan: 41 Ten Lua Street, Binh Tan District, Ho Chi Minh City

Related articles:
Latest Updated Procedure for Issuing Investment Registration Certificate to Foreign Investors in Vietnam 2024
Comprehensive Investment Law Consultation Services for Foreign Investors

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