The Decree 7/2016/nd-Cp: Commercial Law Details Rules Of Representative Offices, Branches Of Foreign Traders In Vietnam

Original Language Title: Nghị định 07/2016/NĐ-CP: Quy định chi tiết Luật Thương mại về Văn phòng đại diện, Chi nhánh của thương nhân nước ngoài tại Việt Nam

Read the untranslated law here: https://www.global-regulation.com/law/vietnam/2952802/ngh-nh-07-2016-n-cp%253a-quy-nh-chi-tit-lut-thng-mi-v-vn-phng-i-din%252c-chi-nhnh-ca-thng-nhn-nc-ngoi-ti-vit-nam.html

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The DECREE detailing the commercial law regarding representative offices, branches of foreign traders in Vietnam _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ based on Government Organization Law June 19, 2015;
Commercial Law base on June 14, 2005;
Pursuant resolution No. 71/2006/QH11 on November 29, 2006 the National Assembly's ratification of the Protocol to join the agreement establishing the World Trade Organization (WTO) of the Socialist Republic of Vietnam;
According to the recommendation of the Minister of industry and trade, the Government issued a decree detailing the commercial law regarding representative offices, branches of foreign traders in Vietnam.
Chapter I GENERAL PROVISIONS article 1. Scope 1. This Decree detailing implementation of the commercial law on the establishment, operation, rights and obligations of the representative office, branch of the foreign traders in Vietnam.
2. where the establishment of representative offices, branches of foreign traders operating in the sectors specified in the legal text major to follow the regulations of the legal text that specialisation.
Article 2. Application object 1. This Decree shall apply to foreign traders, representative offices, branches of foreign traders in Vietnam.
2. Representative Office, branch of economic organizations have foreign capital established in Vietnam not subject to application of this Decree.
Article 3. The right to establish a representative office, branch of the foreign traders in Vietnam 1. Foreign traders established a representative office, its branch in Vietnam by Vietnam's commitments in the international treaties to which Vietnam is a member.
2. A foreign traders not established more of a representative office or branch, the same name within a province, central cities.
Article 4. Obligations of foreign traders for activities of representative offices, branches of foreign traders must take responsibility before the law about Vietnam the full activity of the representative office, its branch in Vietnam.
Article 5. Licensing authority established a representative office 1. Department of industry and trade of the province of the central cities, where traders expected headquarters offices outside industrial zones, export processing zones, economic zones, high-tech zone made the grade, level, adjusted, renewed, revoked the license to establish a representative office and the termination of activity of representative office in case of establishing representative offices have yet to be attributed in the legal text.
2. Management of industrial zones, export processing zones, economic zones, high-tech zone (hereinafter referred to as the Management Board) to perform, sublicense, modify, renew, revoke the licence to establish a representative office and the termination of activity of representative office based in industrial zones export processing zones, economic zones, high-tech zones in the case of the establishment of a representative office is not yet defined in the legal text.
Article 6. Licensing authority established branch Industry made the grade, level, adjusted, renewed, revoked license branch and terminate the operation of the branch in the event of the establishment of the branch has not been specified in the legal text.
Chapter II PROVISIONS on the LEVEL, the LEVEL AGAIN, ADJUST the LICENSE RENEWAL, ESTABLISHED a REPRESENTATIVE OFFICE LICENSE SUBSIDIARY, article 7. Licensing conditions established representative offices foreign traders was granted a license to establish a representative office as satisfying the following conditions: 1. foreign traders established the business registration, according to the provisions of national law, the territory participated in the international treaties to which Vietnam is a member of the national law, or This territory, recognized;
2. foreign traders were active for at least 1 year from the date of established or registered;
3. In the case of business registration certificate or equivalent-value papers of foreign traders have prescribed time limit, the duration of activities which must be at least 1 year from the date of filing;
4. Content of the activities of the representative office is consistent with the commitment of Vietnam in the international treaties to which Vietnam is a Member;
5. where the content of the activity of the representative offices is not consistent with the commitment of Vietnam or the foreign traders not belonging to the national, the territory participated in the international treaties to which Vietnam is a member, the establishment of a representative office must be approved by the Ministers, heads of ministerial agencies specialized management (hereinafter referred to as the Minister of management specialization).
Article 8. Licensing conditions established branch foreign traders established license branch when it meets the following conditions: 1. foreign traders established the business registration, according to the provisions of national law, the territory participated in the international treaties to which Vietnam is a member of the national law, or This territory, recognized;
2. foreign traders have been operating for at least 5 years from the date of established or registered;
3. In the case of business registration certificate or equivalent-value papers of foreign traders have prescribed time limit, the duration of activities which must be at least 1 year from the date of filing;
4. The content of the operations branch must match commitment to open market of Vietnam in the international treaties to which Vietnam is a member and in accordance with the business activities of foreign traders;
5. where the content of the activities of the branch are not consistent with the commitment of Vietnam or the foreign traders not belonging to the national, the territory participated in the international treaties to which Vietnam is a member, the establishment of the branch must be approved by the Minister of management.
Article 9. The term license representative office, branch establishment permit 1. License offices, license branches of foreign traders have a time limit of 5 years but not exceeding the time limit for the remainder of the business registration Certificate or the documents are worth the equivalent of foreign merchants in the case of papers that have rules about time limits.
2. The term of the license to establish a representative office, branch establishment permit granted by the term of the licence has been issued before.
3. The term of the license to establish a representative office, branch establishment permit was renewed as stipulated in paragraph 1 of this article.
Article 10. Licensing records established representative offices 1. Profile 1 Kit includes: a Single licensing proposal) established a representative office in the form of authorized representative of foreign traders;
b) copy of business registration certificate or the documents are worth the equivalent of foreign traders;
c) text of the foreign traders of election/appointment of the head of the representative office;
d) a copy of the financial statements are audited or verified documents the implementation of tax or financial obligations in the most recent fiscal year of valuable papers or equivalent by the Agency, the competent organization where foreign traders established or verified, demonstrate the existence and activities of foreign traders in the most recent fiscal year;
DD) copy of passport or identity card or credential citizen (if the Vietnam) or passport copy (if foreigner) of the head of the representative office;
e) documenting the estimated location based offices include:-a copy of the MOU or lease agreement, the venue or a copy of documents that traders have the right to exploit, use the location to place the headquarters offices;
-A copy of the document on the estimated location based offices according to the provisions of article 28 of this Decree and relevant laws.
2. documents specified in point b, point c, point d and point (for a copy of the passport of the representative office is the alien) paragraph 1 this must be translated into Vietnamese and certified in accordance with the law of Vietnam. Documents specified in point b of Paragraph 1 of this article must be diplomatic missions, Consulate of Vietnam in foreign certificates or consular legalized under the provisions of the law of Vietnam.
Article 11. Order and licensing procedures established representative offices 1. Foreign traders filing direct or by post or online (if eligible to apply) to licensing agencies where expected latest representative office.
2. within 10 working days from the date of the application, the Agency granted the license check and additional requirements if the records are incomplete, invalid. The additional requirements of records was made at most once during the settlement profile.
3. Except where the provisions of paragraph 4 of this article, within a period of 7 working days from the date of receipt of a valid application, the Agency licensed or not licensed to establish representative offices for foreign traders. License denial cases must have text stating the reason.
4. where the provisions of Clause 5 article 7 of this Decree and the establishment of a representative office is not yet defined in the legal writing professional, licensing agencies send text comments of Management specialization within 3 working days from the date of receipt of a valid application. Within 5 working days from the date of receipt of the opinion, the licensing agency management have text stating the opinion agree or not agree to license to establish a representative office. Within 5 working days from the date of receiving the opinion of The management, the Agency licensed or not licensed to establish representative offices for foreign traders. The case is not licensed must have text stating the reason.
Article 12. Licensing records established branches 1. Profile 1 Kit includes:

a Single licensing proposal) established a branch in the form of authorized representative of foreign traders;
b) copy of business registration certificate or the documents are worth the equivalent of foreign traders;
c) text of the foreign traders of election/appointment of the head of the branch;
d) a copy of the financial statements are audited or verified documents the implementation of tax or financial obligations in the most recent fiscal year of valuable papers or equivalent by the Agency, the competent organization where foreign traders established or verified, demonstrate the existence and activities of foreign traders in the most recent fiscal year;
DD) copy the Charter activities of the branch;
e) copy of passport or identity card or credential citizen (if the Vietnam) or passport copy (if foreigner) of the head of the branch;
g) documenting the estimated location based branch consists of:-a copy of the MOU or lease agreement, the venue or a copy of documents that traders have the right to exploit, use the location to place the Headquarters Branch;
-A copy of the document on the estimated location based branch as defined in article 28 of this Decree and relevant laws.
2. documents specified in point b, point c, d, DD and e Points (for the case of passport copy of the head of the foreign branch) paragraph 1 this must be translated into Vietnamese and certified in accordance with the law of Vietnam. Documents specified in point b of Paragraph 1 of this article must be diplomatic missions, Consulate of Vietnam in foreign certificates or consular legalized under the provisions of the law of Vietnam.
Article 13. Order and licensing procedures established branches 1. Foreign traders filing direct or by post or online (if eligible to apply) to the licensing agency.
2. within 10 working days from the date of receiving the application, the Agency granted the license check and additional requirements if the records are incomplete, invalid. The additional requirements of records was made at most once during the settlement profile.
3. Except where the provisions of paragraph 4 of this article, within a period of 7 working days from the date of receipt of a valid application, the Agency licensed or non-licensed branch for foreign traders. License denial cases must have text stating the reason.
4. where the provisions of Clause 5 article 8 of this Decree and the case of the establishment of the branch has not been defined in writing specialized legal, licensing agencies send text comments of Management specialization within 3 working days from the date of receipt of a valid application. Within 5 working days from the date of the writing of the licensing authority, the Department of management have text stating the opinion agree or do not agree to the license branch. Within 5 working days from the date of receipt of the management, the Agency licensed or non-licensed branch for foreign traders. The case is not licensed must have text stating the reason.
Article 14. The case does not permit the establishment of representative offices, license branch licensing agency does not permit to establish a representative office, branch license for foreign traders in the following cases: 1. Do not meet one of the conditions specified in article 7 with regard to the case suggest granting permission to establish representative offices or does not meet one of the conditions stipulated in article 8 with respect to the case suggest granting license branch.
2. foreign traders licensing proposal established a representative office, branch establishment permit in time 2 years, from the date the revoked license offices, license branch in Vietnam according to the provisions of article 44 of this Decree.
3. The establishment of a representative office, branch is limited according to the provisions of the law for reasons of national security, defense, security, social order, social ethics and public health.
4. Other cases prescribed by law.
Article 15. The case of tuning license Representative Office license subsidiary, foreign traders have to do the procedure to adjust the license to establish a representative office, branch establishment permit in the following cases: 1. Change the name or address of the seat of foreign traders.
2. Change the content of the activity of foreign traders to directly relevant to the content of the operations branch in Vietnam.
3. Change the head of the representative office, branch.
4. Change the name of the representative office, branch.
5. Change the content of the activities of the representative office, branch.
6. Change the address of the seat of the representative office in a province, a city centrally or in the geographical area in the scope of management of a Management Committee.
7. Change the address of the seat of the branch.
Article 16. Adjustable profile license representative office, branch establishment permit 1. Profile 1 Kit includes: a) petition to adjust the license to establish a representative office, branch establishment permit in the form of authorized representative of foreign traders;
b) material proofs of the content changes, in particular:-the case of tuning the license prescribed in clause 1 article 15 of this Decree: a copy of the legal document by the competent authorities to grant the change of the name or address of the seat of foreign traders.
-Cases adjust the license prescribed in clause 2 article 15 of this Decree: a copy of the legal document by the competent authority to grant demonstrate the active content changes of foreign traders.
-Cases adjust the license prescribed in paragraph 3 article 15 of this Decree: the text of the foreign traders in the election/appointment of the new head of the representative office, branch; copy of passport or identity card or credential citizen (if the Vietnam) or passport copy (if foreigner) of the new head of the representative office/branch; proof of the former head of the representative office, Branch made a personal income tax obligation to the time change.
-Cases adjust the license prescribed in clause 6 and Clause 7 article 15 of this Decree: a copy of the MOU or lease agreement, the venue or a copy of documents that traders have the right to exploit, use the location to place the headquarters offices, branch; a copy of the document on the estimated location based representative office, branch as defined in article 28 of this Decree and relevant laws.
c) license to establish a representative office, branch.
2. The documentation content changes in paragraph 1, item 2 and Item 3 (for the text of the foreign traders in the election/appointment of new heads of representative offices, branches and foreign passport copy of the new head of the representative office/branch as alien) article 15 of this decree must be translated into Vietnamese and evidence carried under the provisions of the law of Vietnam. The documentation content changes in paragraph 1, paragraph 2 article 15 of this decree must be diplomatic missions, Consulate of Vietnam in foreign certificates or consular legalized under the provisions of the law of Vietnam.
Article 17. Order and procedure of adjusting license representative office, branch establishment permit 1. Within a period of 60 days from the date of change of the provisions in article 15 of this Decree, foreign traders have to do the procedure to adjust the license to establish a representative office, branch establishment permit.
2. foreign traders filing direct or by post or online (if eligible to apply) to the licensing agency.
3. within 3 working days from the date of the application, the Agency granted the license check and additional requirements if the records are incomplete, invalid. The additional requirements of records was made at most once during the settlement profile.
4. Except where the provisions of Paragraph 5 of this article, within a period of 5 working days from the date of receipt of a valid application, the Agency licensed to adjust or not to adjust the license to establish a representative office, branch establishment permit. The case does not adjust to have text stating the reason.
5. content regulation case activities of representative offices, branches offices in the case prescribed in clause 5 article 7 and branch in the case prescribed in clause 5 article 8 of this Decree and in the case of content regulation activity of representative office , The branch has not been defined in writing specialized legal, licensing agencies send text comments of Management specialization within 3 working days from the date of receipt of a valid application. Within 5 working days from the date of the writing of the licensing authority, the Department of management have text stating the opinion agree or not agree to adjust the license to establish a representative office, branch establishment permit. Within 5 working days of receipt of the opinion of The management, licensing agencies adjust or not to adjust the license to establish a representative office, branch license for foreign traders. The case does not adjust to have text stating the reason.
Article 18. The case of re-issuance of licenses to establish a representative office, branch establishment permit foreign traders do the procedure again the license to establish a representative office, branch establishment permit in the following cases:

1. Transfer the location of headquarters offices from a province, the central cities, or the geographic areas in the scope of management of a Management Board to a province, a city centrally or regionally in the scope of management of a Management Committee.
2. The license to establish a representative office, branch licence is lost, destroyed, damaged or destroyed in any form.
Article 19. Records reissued the license to establish a representative office, branch establishment permit 1. The case granted leave under the provisions of Article 18 paragraph 1 of this Decree, profile 1 Kit includes: a) petition to permit establishment of a representative office in the form of authorized representative of foreign traders;
b) notice of termination of activity of representative office send licensing agencies where to move as defined in art. 1 Article 36 of this Decree;
c) copies the license to establish a representative office has been granted;
d) documenting the estimated location based offices where transfer to prescribed in point e clause 1 article 10 of this Decree.
2. where the level prescribed in clause 2 Article 18 decrees, profile 1 Kit includes: application to license a representative Office license subsidiary, according to the model of the Industry due to the authorized representative of foreign traders.
Article 20. Order and procedure of reissuing a license to establish a representative office, branch establishment permit 1. Foreign traders made the procedure of reissuing a license to establish a representative office for the case prescribed in clause 1 Article 18 of this Decree within 30 days of the notification of termination of activity of representative office in place. So the time limit stated above, foreign traders have to make licensing procedures established representative offices according to the provisions of article 10 and article 11 of this Decree.
2. foreign traders filing direct or by post or online (if eligible to apply) to the licensing agency.
3. within 3 working days from the date of the application, the Agency granted the license check and additional requirements if the records are incomplete, invalid. The additional requirements of records was made at most once during the settlement profile.
4. within 10 working days from the date of receipt of a valid application, the Agency reissued license license offices, license branch. The case of not granting leave must have text stating the reason.
Article 21. The case renewed the license to establish a representative office, branch establishment permit foreign traders extended the license to establish a representative office, branch establishment permit expiry set forth in the license, except in the event of violations in the case revoked the license to establish a representative office , License branch according to the provisions of article 44 of this Decree.
Article 22. License renewal records established a representative office, branch establishment permit 1. Profile 1 Kit includes: a) to renew the licence application to establish a representative office, branch establishment permit in the form of authorized representative of foreign traders;
b) copy of business registration certificate or the documents are worth the equivalent of foreign traders;
c) a copy of the financial statements are audited or verified documents the implementation of tax or financial obligations in the most recent fiscal year of valuable papers or equivalent by the Agency, the competent organization where foreign traders established or verified, demonstrate the existence and activities of foreign traders in the most recent fiscal year;
d) a copy of the license to establish a representative office, branch establishment permit has been granted.
2. documents specified in point b of Paragraph 1 of this article are translated into Vietnamese and diplomatic missions, Consulate of Vietnam in foreign certificates or consular legalized under the provisions of the law of Vietnam. Documents specified in point c of Paragraph 1 of this article are translated into Vietnamese and attested according to law regulations Vietnam.
Article 23. Order and procedure of renewal of the license to establish a representative office, branch establishment permit 1. License renewal records established a representative office, branch establishment permit must be filed within a period of at least 30 days before the licence expires.
2. foreign traders filing direct or by post or online (if eligible to apply) to the licensing agency.
3. within 3 working days from the date of the application, the Agency granted the license check and additional requirements if the records are incomplete, invalid. The additional requirements of records was made at most once during the settlement profile.
4. within 10 working days from the date of receipt of a valid application, the Agency granted the extension license offices, license branch. Case of non-renewal must have text stating the reason.
5. The case of the renewal of a licence to establish a representative office, branch establishment permit has not been defined in writing specialized legal, licensing agencies send text comments of Management specialization within 3 working days from the date of receipt of a valid application. Within 5 working days from the date of the writing of the licensing authority, the Department of management have text stating the opinion agree or not agree to renew the license, the Representative Office license subsidiary. Within 5 working days of receipt of the opinion of The management, licensing agencies to renew or not to renew the license to establish a representative office, branch license for foreign traders. Case of non-renewal must have text stating the reason.
Article 24. Send and store the license 1. Licensing Agency founded a representative office is responsible for sending a copy of the license to: Industry, specialized Manager (if relevant), tax authorities, statistical agencies, provincial public security organs where offices are located.
2. Licensing Agency founded branch is responsible for sending a copy of the license to: specialized Manager (if relevant), tax authorities, the statistical agency, the provincial public security authority, Department of industry and commerce where branch headquarters or management (in the case of branches located in industrial zone export processing zones, economic zones, high-tech zones).
Article 25. Published information on the representative office, branch within 15 days from the date of issue, level back, adjust, renew and revoke the license to establish a representative office, branch establishment permit, the agency responsible for licensing announced on its electronic information page the content after : 1. The name, address of representative office, branch;
2. The name, address of the headquarters of the foreign traders;
3. The head of the representative office, branch;
4. the number, date of issue, the term of the license to establish a representative office, branch license, licensing agency;
5. Content of the activities of the representative office, branch;
6. on level again, adjust, renew and revoke the licence to establish representative offices, license branch.
Article 26. The fee level, the level again, adjust the license renewal, established a representative office, branch Finance Ministry regulations on the fee level, level back, adjusted, renewed license, Representative Office license subsidiary.
Chapter III OPERATION, of the RIGHTS and OBLIGATIONS of the REPRESENTATIVE OFFICE, BRANCH article 27. The Manager of the representative office, branch 1. The management and personnel of the representative office, branch due to foreign traders.
2. The use of foreign workers working in representative offices, affiliates must follow the provisions of labour legislation and in accordance with the commitment of Vietnam in the international treaties to which Vietnam is a member.
Article 28. Head of representative office, branch 1. Location based representative office, branch of the foreign traders must conform with the provisions of the law of Vietnam about security conditions, order, labor safety and hygiene and other conditions prescribed by the law.
2. Representative Office, branch not lend, lease back its headquarters.
Article 29. Name of the representative office, branch 1. Name of the representative office, branch must be written in the Vietnamese alphabet letters, the letters F, J, W, Z, numbers and symbols.
2. Name of representative offices, affiliates must carry the foreign traders accompanied by the phrase "representative office" for representative offices and the term "branch" for the branch.
3. Name of representative offices, branches must be written or attached at the headquarters offices, branch. Name of the representative office, branch printed or written with small letters than the gauge name foreign traders on the trading papers, records of documents and publications by the representative office, branch release.
Article 30. Content activity of representative office offices perform liaison office function, learn, promote market driven business investment opportunity by traders that he represents, not including service sectors to which the establishment of a representative office in that field are specified in the legal text.
Article 31. Active content of branch 1. Operations Branch provides services in the service industry, not including service sectors to which the establishment of the branch in that field are specified in the legal text.
2. where the activities of the branch lines that law must have the condition, the branch was only active when meets the prescribed conditions.
Article 32. Activity report mode 1. Before the Jan. 30 every year, representative offices, branches are responsible to submit the report according to the model of the Industry about his activities during the previous year by post to the licensing agency.

2. Representative Office, branch is obliged to provide documents, reports or explain the issues related to their activities as requested by the governing body of the competent State.
Article 33. Head of representative office, branch 1. Head of representative office, branch is responsible to the foreign traders about their activities and of the representative office, branch in scope are authorized foreign traders.
2. The head of the representative office, branch must bear responsibility for his activities in the case made out of range activities are authorized foreign traders.
3. The head of the representative office, the branch is authorized in writing to another person make the right and duty of the head of the representative office, branch under the law when the exit from Vietnam. This authorisation must be agreed by foreign traders. Head of representative office, branch still must take responsibility for the implementation of rights and obligations has been authorized.
4. in case of expiry of authorization as prescribed in paragraph 3 of this article in which the head office, branch has not yet returned to Vietnam and have no other authorization, the person authorized to have the right to continue to implement the rights and obligations of the head office Within the branch, have been authorized until the head of the representative office, branch returned to work at the representative office, branch or foreign traders until the appointment of another person as the head of the representative office, branch.
5. where the head of the representative office, branch not present in Vietnam more than 30 days without authorization for someone else perform the rights and obligations of the head office, branch, or were killed, missing, detention, sentenced to prison, with limited capacity for civil acts take the foreign traders have to appoint other people do Head Office representatives, affiliates.
6. The head of the representative office of a foreign trader cannot be the Chief: a) the head of a branch of the same foreign traders;
b) head of the branch of the foreign traders;
c) representative under the law of that foreign traders or other foreign traders;
d) representative under the law of economic organization is established under the provisions of law Vietnam.
7. In the case of the head of the representative office are authorized foreign merchant contracts, amendments and supplements of the contract gave the then foreign traders must make written authorisation for each time contracts, amendments, additional contracts were committed.
8. The head of the branch of the foreign traders were not the Chief: a) the head of Representative Office of a foreign traders;
b) the head offices of the same foreign traders;
c) representative under the law of economic organization is established under the provisions of law Vietnam.
Article 34. Rights, obligations of the representative office, branch 1. Representative Office, branch is to protect the legitimate rights and interests in the process of operation in Vietnam Vietnam law regulations.
2. Representative Office, Branch made the rights and obligations under the provisions of commercial law and in accordance with the content license.
Chapter IV TERMINATION of ACTIVITY of REPRESENTATIVE OFFICE, BRANCH Article 35. The case of termination of activity of representative office, branch office, branch ended activity in the following circumstances: 1. The proposal of foreign traders.
2. When a foreign trader to terminate the operation according to the laws of the country, territory where traders that established or registered business.
3. Expiry of the activity licence established representative offices, license branch that foreign traders do not suggest extension.
4. Most of the time operated under license to establish a representative office, branch establishment permit without licensing agency agree to extend.
5. Revoked license representative office, branch establishment permit under the provisions of article 44 of this Decree.
6. foreign traders, Representative Office, branch no longer meet one of the conditions specified in article 7 and article 8 of this Decree.
Article 36. Active termination records representative office, branch 1. The 1st profile, including: a) the notice of termination of activity of representative office, branch according to the model of the Industry due to the authorized representative of the foreign traders sign, except in cases specified in paragraph 5 to article 35 of this Decree;
b) copies the text of the licensing agency not to renew the license to establish a representative office, branch establishment permit (for the case prescribed in clause 4 of this Decree 35) or a copy of the decision to revoke the license, the Representative Office license subsidiary of licensing authority (for the cases specified in Paragraph 5 to article 35 This Decree);
c) list of creditors and unpaid debt, including arrears taxes and social premiums owed;
d) list of workers and the corresponding rights of workers;
DD) license to establish a representative office, branch establishment permit.
2. foreign traders and the head of the representative office, branch to terminate the operation jointly responsible for the truthfulness and accuracy of active termination records representative office, branch.
3. With regard to the case of representative offices termination of activities in a province, a city centrally or regionally in the scope of management of a Management Committee to transfer the location of headquarters offices to a province, other central cities or geographical area in the scope of management of a different management active records, a representative office include only the documents specified in point a and Point VND Account 1.
Article 37. Order and procedure for resolving the termination of activity of representative office, branch 1. Foreign traders to apply to terminate the operation of representative office, branch or directly by mail or online (if eligible to apply) to the licensing agency.
2. within 10 working days from the date of the application, the Agency granted the license check and additional requirements if the records are incomplete, invalid. The additional requirements of records was made at most once during the settlement profile.
3. within 5 working days from the date of receipt of a valid application, the agency responsible for licensing announced on its electronic information page about the termination of activity of representative office, branch.
Article 38. The obligations related to the termination of activity of representative office, branch 1. In addition to the implementation procedure of termination of activity as specified in article 36 and article 37 of this Decree, foreign traders, representative offices, affiliates are listed on the termination of activities at the headquarters of the representative office, branch and other obligations made under the provisions of the law when a representative office Branch, to terminate the operation.
2. foreign traders have representative offices, affiliates had terminated the operation is responsible for performing the contract, payment of debts, including the tax debt and solve enough legal rights for workers already working in representative offices, branches under the provisions of the law.
Chapter V-STATE MANAGEMENT for the OPERATION of the REPRESENTATIVE OFFICE, BRANCH Article 39. The responsibility of the Ministry of industry and trade of 1. Regulation on grant proposal form, level back, adjust the license renewal, established a representative office, branch establishment permit; license of specimens; report form of a representative office, branch; report template of the Department of industry and commerce, the Board of management.
2. Published content about Vietnam's commitment to a representative office, branch of the foreign traders in the international treaties to which Vietnam is a member.
3. Inspection, check the State management for the operation of the representative office, branch on nationwide.
4. Hosted, in cooperation with the ministries, relevant local inspectors, inspection offices, branch in case of need or as proposed by the Ministry, local branches.
5. the Chairman, in collaboration with the ministries, local construction of the database of representative office, branch.
6. Handling of infringements of law offices, branches under the authority.
Article 40. The responsibilities of the ministries concerned 1. In collaboration with Industry, the Department of industry and commerce, the Board of management in the granting, adjusting and renewal of a licence to establish a representative office, branch as defined in paragraph 4 Article 11, paragraph 4 Article 13, paragraph 5 article 17 and Clause 5 Article 23 of this Decree.
2. In collaboration with the Industry, the Department of industry and commerce, the management in implementing State management for the operation of the representative office, branch as defined in paragraph 4 to article 39 and paragraph 3 Article 41 of this Decree.
3. In coordination with the Ministry of industry and trade to build a database of representative offices, branches as defined in clause 5 Article 39 of this Decree.
Article 41. The responsibility of the provincial people's Committee 1. Follow the management authority for the operation of the representative office, a local branch.
2. Direct the Department of industry and trade, management inspections, test a representative office, branch in case of need or organized interdisciplinary inspection, inspector at the suggestion of the State administration.
3. In coordination with the ministries concerned in the management of the State for the operation of the representative office, a local branch.
Article 42. The responsibility of the Department of industry and commerce, the Management Board 1. Follow the management authority for the operation of the representative office, a local branch.

2. Periodically every year, before September 30, 01, Department of industry and commerce, the management report Industry on the State level, level back, adjusted, renewed, revoked the license to establish a representative office and the termination of activity of representative office locally.
43 things. Handle violation of foreign traders, representative offices, branches are violations of the provisions of this Decree shall, depending on the nature and extent of the violation which dealt with according to the provisions of the law on the handling of administrative violations.
Article 44. The case revoked the license to establish a representative Office license subsidiary, Representative Office, branch establishment license revoked in the following cases: 1. Do not operate in 12 years and not dealing with licensing bodies.
2. report on the activities of the representative office, branch in 2 consecutive years.
3. Do not submit a report as prescribed in clause 2 Article 32 this Decree to the licensing authority within a period of 6 months from the date of expiry of the send report or requested in writing.
4. Other cases prescribed by law.
Chapter VI ENFORCEMENT PROVISIONS Article 45. Transitional provisions representative office was established before the license on this Decree in effect was continued for the remainder of the term of the license to establish a representative office has granted.
Article 46. Effect 1. The Decree has effect from the date of 10 March 2016.
2. This Decree replaces Decree No. 72/2006/ND-CP dated 25 July 2006 from the Government detailing the commercial law regarding representative offices, branches of foreign traders in Vietnam.
3. This decree to annul article 2 of Decree No. 120/2010/ND-CP on December 16, 2011 the Government's amendments, additional administrative procedures in a number of Government Decree detailing the commercial law.
Article 47. The Organization made the Ministers, heads of ministerial agencies, heads of government agencies, the Chairman of the provincial people's Committee, the central cities is responsible for the implementation of this Decree.