Decree No. 28/2018/ND-CP dated March 01, 2018 of the Government on detailing the Law on Foreign Trade Management regarding foreign trade development measures

DECREE

Detailing the Law on Foreign Trade Management regarding foreign trade development measures^[1]

Pursuant to the June 19, 2015 Law on Organization of the Government;

Pursuant to the June 12, 2017 Law on Foreign Trade Management;

At the proposal of the Minister of Industry and Trade;

The Government promulgates the Decree detailing a number of articles of the Law on Foreign Trade Management regarding foreign trade development measures.

Chapter I

GENERAL PROVISIONS

Article 1. Scope of regulation

This Decree details the Law on Foreign Trade Management regarding foreign trade development via trade promotion, operation of Vietnam’s trade promotion organizations in foreign countries, and operation of foreign countries’ trade promotion organizations in Vietnam.

Article 2. Subjects of application

1. Domestic agencies and organizations engaged in trade promotion;

2. Vietnam’s trade promotion organizations in foreign countries;

3. Foreign countries’ trade promotion organizations in Vietnam;

4. Domestic and foreign organizations and individuals engaged in or carrying out foreign trade activities or trade promotion activities for foreign trade development.

Chapter II

TRADE PROMOTION ACTIVITIES FOR FOREIGN TRADE DEVELOPMENT

Section 1

CONTENTS OF TRADE PROMOTION ACTIVITIES FOR FOREIGN TRADE DEVELOPMENT

Article 3. Contents of trade promotion activities for foreign trade development

1. Connecting trade activities and participating in distribution systems in foreign countries and Vietnam.

2. Supporting the development and operation of trade and logistics infrastructure serving foreign trade activities.

3. Supporting research and development activities to raise product and goods quality.

4. Training in and building trade promotion and market development capacity. 

5. Other trade promotion activities for foreign trade development in accordance with law.

Article 4. Connecting trade activities and participating in distribution systems in foreign countries and Vietnam

1. Organizing and participating in trade promotion conferences, fairs, exhibitions, transactions and events in foreign countries and Vietnam to serve export and import activities.

2. Providing consultancy and support for establishing distribution systems and display and introduction areas for exports in foreign countries and Vietnam.

3. Organizing visits for foreign market surveys and transactions with foreign organizations and enterprises.

4. Inviting foreign enterprises to participate in conferences, fairs, exhibitions and market surveys in Vietnam and transactions with Vietnamese enterprises.

5. Organizing trade connection activities through e-commerce trading floors, portals, the Internet, and telecommunications networks.

6. Other specific trade connection activities and participating in other distribution systems as decided by the Minister of Industry and Trade.

Article 5. Supporting the development and operation of trade and logistics infrastructure serving foreign trade activities

1. Supporting the development of trade and logistics infrastructure serving foreign trade activities, including fair and exhibition centers and trade promotion infrastructure; logistics centers; and bonded warehouses and container freight stations.

2. Logistics support trade-promotion activities serving foreign trade activities

a/ Organizing and participating in overseas logistics conferences, fairs and exhibitions;

b/ Inviting foreign enterprises to Vietnam to exchange information on logistics service development investment and cooperation opportunities;

c/ Organizing Vietnam’s logistics forums and international logistics fairs and exhibitions in Vietnam;

d/ Other specific trade promotion activities to support the development and operation of trade and logistics infrastructure serving foreign trade activities as decided by the Minister of Industry and Trade.

Article 6. Supporting research and development activities to raise product and goods quality

1. Supporting product, goods and market studies

a/ To develop and distribute information and databases on products, goods and markets; to guide and support enterprises in accessing, applying and complying with regulations, standards and conditions of importers, and international commitments on exports and imports;

b/ To organize and participate in survey programs and activities of studying and searching information about products, goods and markets;

c/ To hold conferences, seminars, talks and forums at home and abroad to provide information about product, goods and market development;

d/ To advertise potential exports in domestic and foreign mass media.

2. Supporting and building designing capacity to develop products and markets for enterprises

a/ To provide training and disseminate knowledge for building product designing and development capacity of enterprises and designers;

b/ To provide consultancy and hire consultants to support product designing and development;

c/ To enter into international cooperation in product designing and development;

d/ To connect enterprises and designers;

dd/ To promote public information about design development;

e/ Other activities supporting enterprises to build their designing capacity.

3. Supporting and building capacity to build, develop and protect brands.

4. Other specific trade promotion activities to develop products, goods and markets as decided by the Minister of Industry and Trade.

Article 7. Training in and building trade promotion and market development capacity

1. Providing direct and online training and consultancy to build capacity of:

a/ Searching, collecting and processing commercial information, surveying and studying export markets and exports;

b/ Formulating and implementing export and import marketing strategies;

c/ Building and advertising brands for potential exports and building capacity to build and advertise product brands;

d/ Holding and participating in trade promotion programs, conferences, fairs, exhibitions and transactions;

dd/ Organizing and participating in trade connection activities, and participating in distribution systems, including also trade exchange and connection activities via e-commerce trading floors, portals, the Internet and telecommunications networks;

e/ Negotiating, signing and performing contracts; settling international trade disputes;

g/ Designing and developing products meeting market demands;

h/ Other trade promotion qualifications and skills as decided by the Minister of Industry and Trade.

2. Developing and distributing publications and documents to provide training in and consultancy on building trade promotion and market development capacity.

3. Other specific activities to build trade promotion and market development capacity as decided by the Minister of Industry and Trade.

Section 2

THE NATIONAL TRADE PROMOTION PROGRAM

Article 8. General provisions on the national trade promotion program

1. The national trade promotion program (below referred to as the Program) consists of trade promotion activities to be implemented according to the following criteria:

a/ Promoting trade for products and goods with export potential of economic regions and the country and developing export markets;

b/ Raising the effectiveness of import to serve domestic production and export development;

c/ Conforming with the socio-economic development strategy and foreign trade strategy in each period;

d/ Being promulgated by the Prime Minister, having a mechanism of coordination among related ministries and sectors, with the Ministry of Industry and Trade acting as the focal point;

dd/ Promoting trade for export and import with the connection among related ministries and sectors, among different goods or among localities;

e/ Being implemented via schemes decided by competent agencies defined in Article 10 of this Decree and with funded by the state budget;

g/ The units in charge of the above schemes must be prestigious, representative and qualified organizations.

2. Objectives of the Program

a/ To contribute to raising the production and business capacity of the business community;

b/ To support the development of trade and logistics infrastructure to serve foreign trade activities;

c/ To promptly and effectively respond to reactions and changes of export and import markets.

3. Units in charge of the Program’s schemes (responsible units) include:

a/ Trade promotion organizations of ministries and ministerial-level agencies;

b/ Other trade promotion organizations: goods associations and business associations operating nationwide; the Vietnam Cooperative Alliance; the Vietnam Farmers Associations; trade promotion organizations of local administrations; and the trade promotion organization established under the Prime Minister’s decision.

4. Units participating in and benefiting from the Program include enterprises of all economic sectors, cooperatives, and Vietnam’s trade promotion organizations established under current law. These units shall be entitled to the Program’s support, implement this Decree and effectively implement trade promotion schemes.

5. The schemes for implementation of the Program must satisfy the following requirements:

a/ Meeting the practical demands of the business community;

b/ Being conformable with the orientation of the export and import strategy and goods development strategy approved by competent authorities;

c/ Being conformable with development strategies and master plans of relevant economic regions and localities;

d/ Conforming with Articles 9 and 15 of this Decree;

dd/ Being feasible in terms of implementation method and schedule and human resources and finance;

e/ For the schemes to be implemented for over 1 year, responsible units shall prepare their contents and funds and finalize funds on a yearly basis.

Article 9. Funding sources and principles and funds to be allocated for trade promotion schemes under the Program

1. Funds for implementation of the Program will come from the following sources:

a/ State budget funds allocated annually based on the export growth target decided by the National Assembly in each period;

b/ Contributions of participating organizations and enterprises;

c/ Financial contributions of domestic and foreign organizations and individuals;

d/ Other lawful sources as prescribed by law.

2. Funding principles:

a/ The State shall support part of funds for implementation of the schemes under the Program;

b/ Funds supported for the implementation of the Program shall be incorporated in annual state budget expenditure estimates of the Ministry of Industry and Trade;

c/ Responsible units may receive supported funds from the State for implementing trade promotion schemes under the Program; and shall ensure the effective ad proper use of the funds, making payments from and finalizing the funds under current regulations;

d/ Support for participating units shall be provided through responsible units;

dd/ Responsible units shall raise other funds in addition to the funds supported by the State for implementation of the Program.

3. Levels of funds to be supported: up to 100% of expenses for implementing specific contents eligible for support in the trade promotion activities specified in Article 15 of this Decree.

4. The Ministry of Industry and Trade shall specify criteria and contents of and funds to be allocated for supporting trade promotion activities under the Program.

Article 10. Process of formulating schemes for implementation of the Program

1. Before May 30 of the year preceding the planning year, responsible units shall send 2 sets of dossier of proposal of schemes for implementation of the Program to the Ministry of Industry and Trade.

2. A dossier of proposal of a scheme for implementation of the Program must comprise:

a/ A written proposal of the scheme;

b/ A detailed scheme on trade promotion activities;

c/ A (uncertified) copy of the establishment decision or charter (or a document of equivalent legal validity), and a report on trade promotion activities of the responsible unit in the last year.

3. Responsible units may:

a/ Send dossiers by post; or,

b/ Submit dossiers directly at the Ministry of Industry and Trade.

4. A dossier of proposal of a scheme shall be rejected in the following cases:

a/ The responsible unit fails to satisfy the conditions specified in Clause 3, Article 8 of this Decree;

b/ The scheme’s contents fail to comply with Article 15 of this Decree;

c/ The dossier is not complete as required in Clause 2 of this Article;

d/ Other cases as prescribed by relevant laws.

5. If rejecting a dossier of proposal under Clause 4 of this Article, within 10 working days after receiving the dossier, the Ministry of Industry and Trade shall issue a written notice of the rejection to the responsible unit, stating the reason.

6. Approval of schemes:

a/ Within 20 working days after receiving the Ministry of Finance’s written notice of the state budget expenditure estimate for the Program, the Minister of Industry and Trade shall issue a decision approving the schemes under the Program and funds to be allocated for the schemes on the principle that the total fund for implementation of the schemes do not exceed the total estimate;

b/ Within 5 working days after issuing a decision approving the schemes, the Ministry of Industry and Trade shall notify it to the responsible units and related state management agencies, and concurrently notify the schemes which are rejected.

Article 11. Addition of schemes

1. If wishing to add a scheme to the approved schemes, the responsible unit shall send 2 sets of dossier of proposal for addition of the scheme to the Ministry of Industry and Trade.

2. A dossier of proposal for addition of a scheme must comprise:

a/ A written proposal of the scheme;

b/ The details of the scheme on trade promotion activities;

c/ A copy of the establishment decision or charter (or a document of equivalent legal validity), and the report on trade promotion activities of the responsible unit in the last year.

3. Responsible units may:

a/ Send dossiers by post; or,

b/ Submit dossiers directly at the Ministry of Industry and Trade.

4. The Ministry of Industry and Trade shall review the progress and contents and funds for implementation of schemes under the Program in order to adjust funds or withdraw unused funds and approve additional schemes.

Article 12. Contracts on assignment of implementation of schemes under the Program

1. Based on the Minister of Industry and Trade’s decision approving the Program, the state management agency in charge of trade promotion under the Ministry of Industry and Trade shall sign contracts on assignment of the implementation of the schemes under the Program with responsible units, and make payment and finalization of funds for the implementation according to these contracts.

2. A contract on assignment of the implementation of a scheme under the Program must have the following contents:

a/ Name of the scheme;

b/ Implementation period;

c/ Places where trade promotion activities will be carried out;

d/ Specific tasks;

dd/ Rights and obligations of the contracting parties;

e/ Fund estimate;

g/ Terms on acceptance of completed tasks, and payment and finalization of funds.

Article 13. Modification of schemes

1. If wishing to modify an approved scheme, at least 15 days before the first date of carrying out trade promotion activities, the responsible unit shall send a written request for modification to the Ministry of Industry and Trade.

2. Within 7 working days after receiving the request, the Ministry of Industry and Trade shall issue a written approval or disapproval of the modification.

3. In case the responsible unit fails to abide by the objectives, contents and schedule of the approved scheme, or when deeming the scheme’s contents no longer appropriate, the Minister of Industry and Trade shall consider and decide to stop the implementation of the scheme.

4. If unable to implement or complete a scheme in the planning year, the responsible unit shall report it to the Ministry of Industry and Trade for consideration and decision.

Article 14. Reporting on implementation results of schemes

1. Within 15 days after the last day of carrying out trade promotion activities under a scheme, the responsible unit shall send a written report on its implementation results to the Ministry of Industry and Trade.

2. The responsible unit shall report on and provide documents or give explanations about issues related to the implementation of a scheme at the request of a competent agency in accordance with this Decree.

Article 15. Activities funded by the Program

1. Carrying out trade connection activities and participating in distribution systems in foreign countries and Vietnam

a/ To organize international fairs and exhibitions in foreign countries and Vietnam for exports; to organize fairs and exhibitions in Vietnam for imported products, materials and equipment serving export production, technological products and input materials serving the domestic production of products with competitive advantages;

b/ To support the building of exports display and introduction areas on portals, e-commerce networks, the Internet and telecommunications networks;

c/ To organize visits to conduct market surveys and transactions with organizations and enterprises in foreign countries;

d/ To organize visits of foreign enterprises to Vietnam to participate in fairs, exhibitions, market surveys and transactions with Vietnamese enterprises;

dd/ To organize international conferences on exports in Vietnam.

2. Supporting the development and operation of trade and logistics infrastructure serving foreign trade activities

a/ To organize and participate in overseas logistics conferences, fairs and exhibitions;

b/ To invite foreign enterprises to Vietnam for exchanging information about logistics service development investment and cooperation opportunities;

c/ To organize Vietnam’s logistics forums and international logistics fairs and exhibitions in Vietnam.

3. Supporting research and development activities and raising product and goods quality

a/ To develop and distribute information and databases on products, goods and markets; to guide and support enterprises in accessing, applying and complying with regulations, standards and conditions of importers and international commitments on imports and exports;

b/ To organize and participate in programs on survey and search of information about products, goods and markets;

c/ To hold conferences, seminars, talks and forums at home and abroad to provide information about product, goods and market development;

d/ To provide training in and disseminate knowledge about product designing and development for enterprises and designers;

dd/ To organize consultancy activities and hire consultants to support product designing and development;

e/ To organize connection activities between enterprises and designers;

g/ To enter into international cooperation in product designing and development;

h/ To organize public information and advertising activities.

4. Training to build trade promotion and market development capacity

a/ To provide direct and online training and consultancy on capacity building under Clause 1, Article 7 of this Decree;

b/ To develop and distribute publications and training and consultancy materials to build trade promotion and market development capacity.

5. Other trade promotion activities as decided by the Prime Minister.

Section 3

NATIONAL BRAND BUILDING AND DEVELOPMENT PROGRAMS

Article 16. General principles and provisions on national brand building and development programs

1. A national brand building and development program consists of specific trade promotion activities meeting the following criteria:

a/ Supporting the building, development, advertising and protection of product, enterprise and goods brands to promote foreign trade development;

b/ Being conformable with the socio-economic development strategy and foreign trade strategy in each period;

c/ Being implemented by the State for a long term nationwide and in foreign countries;

d/ Being within the framework of brand building and development programs decided by the Prime Minister.

 2. Funds for implementation of national brand building and development programs will come from the following sources:

a/ State budget funds allocated annually;

b/ Contributions of organizations and enterprises participating in the programs;

c/ Financial contributions of domestic and foreign organizations and individuals;

d/ Other lawful funding sources as prescribed by law.

3. State budget funds for implementation of national brand building and development programs shall be incorporated in annual state budget expenditure estimates of responsible units.

4. Logos and other forms of expression of logos within the framework of national brand building and development programs shall be protected in accordance with Vietnamese laws and treaties to which the Socialist Republic of Vietnam is a contracting party.

Article 17. National brand building and development programs

1. Vietnam National Branding Program.

2. Programs on building and development of Vietnamese goods brands.

3. Other programs as decided by the Prime Minister.

Article 18. Vietnam National Branding Program

1. Vietnam National Branding Program is a special, long-term trade promotion program of the Government to be implemented by the Ministry of Industry and Trade as a responsible unit in coordination with related ministries and sectors to build, develop and protect product brands and advertise the images and brands of the nation.

2. Vietnam National Branding Program covers:

a/ Setting out development objectives, strategies and plans in each period;

b/ Developing the system of criteria and logos of Vietnam’s national brands;

c/ Supporting enterprises in developing products that satisfy the criteria of Vietnam’s national brands;

d/ Supporting the building, development and protection of brands at home and abroad;

dd/ Providing information about Vietnam National Branding Program at home and abroad;

e/ Carrying out the trade promotion activities specified in Article 3 of this Decree.

3. Benefits of enterprises having products included in Vietnam National Branding Program

a/ To use the logos of Vietnam’s national brands and identification system of Vietnam’s national brands in their production and business activities under regulations on management and use of logos of Vietnam National Branding Program;

b/ To participate in formulating strategies and specific programs of action of Vietnam National Branding Program;

c/ To receive financial support for participation in activities covered by Vietnam National Branding Program;

d/ To be given priority in participating in activities under the national trade promotion program and relevant programs on building and development of Vietnamese goods brands;

dd/ To access information databases on markets, products and goods under Vietnam National Branding Program, except information relating to their competitors or confidential information as prescribed by law;

e/ To receive legal assistance from state agencies to deal with disputes about foreign trade management measures of foreign countries or disputes related to intellectual property rights over goods trademarks;

g/ To be given priority in carrying out tax, customs and other administrative procedures in accordance with law.

4. Obligations of enterprises having products included in Vietnam National Branding Program

a/ To comply with regulations and rules of Vietnam National Branding Program;

b/ To make periodical report or extraordinary reports at the request of the Ministry of Industry and Trade on compliance with regulations and rules of Vietnam National Branding Program;

c/ To make financial contributions (if any).

5. The Ministry of Industry and Trade shall assume the prime responsibility for formulating the Regulation on formulation, management and implementation of Vietnam National Branding Program and submit it to the Prime Minister for promulgation.

6. The Ministry of Industry and Trade shall prescribe the system of criteria of Vietnam National Branding Program.

Article 19. Programs on building and development of Vietnamese goods brands

1. Programs on building and development of Vietnamese goods brands are special, long-term trade promotion programs to be implemented by the Government, ministries and ministerial-level agencies to build and advertise national brands of goods in conformity with the export and import strategy and trade development strategy in each period as well as the orientations and objectives of Vietnam National Branding Program.

2. Contents of a program on building and development of Vietnamese goods brands include:

a/ Setting out goods brand development objectives, strategies and plans in each period;  and developing the system of criteria and logos of goods brands;

b/ Supporting and building capacity for business associations and their member enterprises in building, managing and protecting goods brands;

c/ Providing information about and advertising goods brands at home and abroad;

d/ Carrying out the trade promotion activities specified in Article 3 of this Decree;

dd/ Supporting enterprises to develop products that satisfy the system of criteria of the program.

3. Programs on building and development of Vietnamese goods brands will give priority to localities, organizations and goods associations that have collective marks, certification trademarks or geographical indications protected in Vietnam and foreign countries.

4. Ministries and ministerial-level agencies shall coordinate with the Ministry of Science and Technology in integrating the building and development of goods brands with the building and development of collective marks, certification marks and geographical indications in relevant regions and localities.

Section 4

MARKET DEVELOPMENT AND PRODUCT BRAND BUILDING AND ADVERTISING PROGRAMS TO BE IMPLEMENTED BY LOCAL ADMINISTRATIONS

Article 20. General principles and regulations

1. Market development and product brand building and advertising programs to be implemented by local administrations cover trade promotion activities aiming to develop markets and develop and advertise local product and goods brands, and support advantageous local products for the purpose of local socio-economic development.

2. Ministries, ministerial-level agencies and related agencies shall coordinate with local administrations in market development and product brand building and advertising programs to be implemented by local administrations.

Article 21. Contents and funds for implementation of programs

1. Local administrations shall set specific contents of market development and product brand building and advertising programs and levels of funds suitable to local realities.

2. Funds for market development and product brand building and advertising activities to be implemented by local administrations come from:

a/ Local budget funds;

b/ Contributions of organizations and enterprises participating in the programs;

c/ Financial contributions of domestic and foreign organizations and individuals;

d/ Other lawful sources as prescribed by law.

3. Local administrations shall disclose information about local market development and product brand building and advertising programs.

Chapter III

OPERATION OF VIETNAM’S TRADE PROMOTION ORGANIZATIONS IN FOREIGN COUNTRIES

Article 22. Operation principles

1. Vietnam’s trade promotion organizations established and operating in foreign countries must comply with Vietnamese law and laws of the host countries.

2. Vietnam’s trade promotion organizations in foreign countries which do not belong to ministries or ministerial-level agencies may not use the name of the Vietnamese State in the course of their establishment and operation.

Article 23. Contents of Vietnam’s trade promotion activities in foreign countries for foreign trade development

1. Trade promotion organizations belonging to ministries or ministerial-level agencies shall:

a/ Assume the prime responsibility for, and coordinate with trade representatives and related divisions of overseas representative missions of the Socialist Republic of Vietnam in, carrying out trade promotion activities;

b/ Advertise the image of the nation and brands of products and services of Vietnamese enterprises in foreign countries;

c/ Provide information, consultancy and support for foreign enterprises to develop trade relations with Vietnam;

d/ Collect and provide information on a periodical basis and upon request of Vietnamese enterprises about markets, demands and tastes for advantageous products of domestic enterprises;

dd/ Support Vietnamese enterprises in seeking partners, and provide information about partners, business development and sale of exports in foreign countries (including support for domestic enterprises to perform their legal obligations in host countries); and support enterprises in solving problems in foreign markets;

e/ Provide information to and coordinate with the Ministry of Industry and Trade in carrying out trade promotion activities in foreign countries.

2. Other trade promotion organizations are entitled to carry out trade promotion activities in accordance with the laws of the host countries and Vietnam.

Chapter IV

OPERATION OF FOREIGN COUNTRIES’ TRADE PROMOTION ORGANIZATIONS IN VIETNAM

Section 1

PRINCIPLES ON OPERATION OF FOREIGN COUNTRIES’ TRADE PROMOTION ORGANIZATIONS IN VIETNAM

Article 24. Principles on operation

1. When wishing to carry out trade promotion-related activities in Vietnam, foreign countries’ trade promotion organizations, including governmental or non-governmental organizations, societies, and associations (or organizations in other equivalent forms) established in accordance with the laws of the countries where these organizations’ head offices are located, shall establish their representative offices in Vietnam.

2. Trade promotion organizations defined in Clause 1 of this Article do not include foreign traders, foreign non-governmental organizations, cooperation and research organizations, culture and education institutions, and foreign organizations defined in other legal documents.

3. A foreign country’s trade promotion organization may not establish more than one representative office in one province or centrally run city.

4. A foreign country’s trade promotion organization must have the operation charter for its representative offices in Vietnam in accordance with Vietnamese law. A representative office may not carry out activities for making profits in Vietnam.

5. Representative office is a unit attached to a foreign country’s trade promotion organization and may not establish its representative office.

6. The head and staff members of a Vietnam-based representative office of a foreign country’s trade promotion organization shall be recruited by this organization and registered with the licensing agency.

7. The recruitment and appointment of foreigners to work for a representative office in Vietnam must comply with Vietnamese law and commitments in treaties to which the country is a contracting party.

8. A foreign country’s trade promotion organization shall bear responsibility before Vietnamese law for all activities of its representative offices in Vietnam.

Article 25. Activities of Vietnam-based representative offices of foreign countries’ trade promotion organizations

1. Vietnam-based representative offices of foreign countries’ trade promotion organizations may only carry out trade promotion-related activities in Vietnam, including:

a/ Operating as liaison offices;

b/ Carrying out activities to promote and support foreign enterprises in accessing and operating in the Vietnamese market; studying and providing economic, trade and market information to foreign organizations and enterprises; promoting foreign trade activities with Vietnam; and carrying out activities to connect foreign enterprises and organizations and enterprises in Vietnam;

c/ Other trade promotion activities in accordance with law.

2. A representative office and its head shall exercise its/his/her rights and perform its/his/her obligations as follows:

a/ To operate according to the representative office establishment license;

b/ To hire a working office and recruit employees for the representative office in accordance with current Vietnamese law;

c/ To register and use the seal of the representative office in accordance with current Vietnamese law;

d/ The representative office may neither act as a representative for another trade promotion organization nor sub-lease its working office;

dd/ The head of the representative office may not concurrently act as the head of a representative office of another foreign trader or organization in Vietnam;

e/ Foreigners working for the representative office must possess work permits as prescribed by Vietnamese law.

Section 2

GRANT, MODIFICATION, RE-GRANT AND EXTENSION OF REPRESENTATIVE OFFICE ESTABLISHMENT LICENSES; OPERATION NOTIFICATION, ACCOUNT OPENING, REPORTING, AND OPERATION TERMINATION OF REPRESENTATIVE OFFICES OF FOREIGN COUNTRIES’ TRADE PROMOTION ORGANIZATIONS

Article 26. Grant of licenses for establishment of representative offices in Vietnam

1. Foreign countries’ trade promotion organizations shall send to the Ministry of Industry and Trade 1 dossier of application for a license for establishment of representative offices in Vietnam.

2. A dossier of application for a license for establishment of representative offices must comprise:

a/ A written application for a license for establishment of representative offices, made according to Form No. 01 in the Appendix to this Decree and signed by a competent representative of the foreign country’s trade promotion organization;

b/ A written permission of a competent foreign authority for the trade promotion organization to establish its representative offices in Vietnam or a document proving the organization’s right to establish its representative offices in foreign countries;

c/ A copy of the establishment license or paper of equivalent legal validity;

d/ A copy of the operation charter or regulation of the foreign country’s trade promotion organization;

d/ The tentative operation charter or regulation of the representative office in Vietnam;

e/ A report on the operation of the foreign country’s trade promotion organization in the last 1 year;

g/ The appointment document and resume of the head, and resumes of employees of the representative office in Vietnam;

h/ A copy of the contract, agreement or another relevant paper on the location of the representative office;

i/ The documents specified at Points b, c, d, dd, e and g of this Clause shall be enclosed with their Vietnamese translations; the documents specified at Points b, c, d and g shall be consularly legalized in accordance with Vietnamese law.

3. Foreign countries’ trade promotion organizations may:

a/ Send dossiers by post to the licensing agency; or,

b/ Submit dossiers directly at the office of the licensing agency. The dossier submitter shall produce the organization’s letter of introduction or power of attorney enclosed with its Vietnamese translation consularly legalized in accordance with Vietnamese law.

4. Within 15 working days after receiving a complete dossier, the licensing agency shall consider it and grant to the foreign country’s trade promotion organization a license for establishment of a representative office, made according to Form No. 02 in the Appendix to this Decree. If refusing to grant a license, the licensing agency shall issue a written reply clearly stating the reason.

5. A representative office establishment license is valid for 5 years but must not exceed the remaining validity period of the establishment license or paper of equivalent legal validity of the foreign country’s trade promotion organization in case the law of the country where such organization is established prescribes the validity period of its establishment license.

6. A representative office establishment license may not be granted in the following cases:

a/ The foreign country’s trade promotion organization fails to satisfy the conditions specified in Articles 24 and 25 of this Decree;

b/ The foreign country’s trade promotion organization applies for another representative office establishment license within 2 years after having such license revoked under Clause 2, Article 33 of this Decree;

c/ There is proof that the establishment of a representative office is likely to harm national defense, security, social order and safety, historical traditions, culture, morality or fine customs and habits of Vietnam and community well-being, destroy natural resources or pollute the environment;

d/ The dossier of application is not complete as required in Clause 2 of this Article;

dd/ The foreign country’s trade promotion organization is included in the list of foreign organizations and individuals subject to sanctions under resolutions of the United Nations Security Council.

7. After granting a representative office establishment license, the licensing agency shall send its copies to the Ministry of National Defense, Ministry of Public Security, provincial-level People’s Committee, Department of Industry and Trade, tax office, statistics office, and Public Security agency of the locality where the representative office is located.

8. In case the representative office’s operation is related to trade promotion for goods and services exclusively used for security or defense purposes, the Ministry of Industry and Trade shall reach agreement with the Ministry of Public Security or Ministry of National Defense before granting a license.

Article 27. Modification of representative office establishment licenses

1. A license for establishment of a representative office of a foreign country’s trade promotion organization shall be modified in the following cases:

a/ The representative office’s head is replaced;

b/ The representative office is relocated;

c/ The representative office’s name or licensed activities is or are changed;

d/ The head office of the foreign country’s trade promotion organization is relocated;

dd/ The foreign country’s trade promotion organization is renamed or the place of establishment registration of this organization is changed from one country to another;

e/ Activities of the foreign country’s trade promotion organization are changed.

2. Within 30 working days after a change mentioned in one of the cases specified in Clause 1 of this Article occurs, a foreign country’s trade promotion organization shall send 1 dossier of request for modification of its representative office establishment license to the licensing agency.

3. A dossier of request for modification of a representative office establishment license must comprise:

a/ A written request for modification of a representative office establishment license, made according to Form No. 03 in the Appendix to this Decree and signed by a competent representative of the foreign country’s trade promotion organization;

b/ The original license;

c/ The appointment document of the head of the new representative office of the trade promotion organization, enclosed with a Vietnamese translation consularly legalized in accordance with Vietnamese law (in case of license modification under Point a, Clause 1 of this Article);

d/ A copy of the contract, agreement or another relevant paper on the relocation of the representative office (in case of license modification under Point b, Clause 1 of this Article);

dd/ A copy of the establishment license or paper of equivalent legal validity of the foreign country’s trade promotion organization, enclosed with a Vietnamese translation consularly legalized in accordance with Vietnamese law (in case of license modification under Point d, dd or e, Clause 1 of this Article).

4. Foreign countries’ trade promotion organizations may:

a/ Send dossiers by post to the licensing agency; or,

b/ Submit dossiers directly at the office of the licensing agency. The dossier submitter shall produce a letter of introduction or power of attorney of the representative office of the foreign country’s trade promotion organization.

5. Within 10 working days after receiving a dossier from the foreign country’s trade promotion organization, the licensing agency shall modify the license and send its copies to the agencies specified in Clause 7, Article 26 of this Decree. If refusing to modify a license, the licensing agency shall state the reason.

Article 28. Re-grant of representative office establishment licenses

1. A foreign country’s trade promotion organization shall be re-granted a representative office establishment license when fully satisfying the following conditions:

a/ Wishing to continue operating in Vietnam as a representative office;

b/ Still operating under the law of the country where it is established;

c/ Committing no violation specified at Point c, Clause 6, Article 26 of this Decree.

2. If its representative office establishment license is lost or torn out, a foreign country’s trade promotion organization shall send a written request for re-grant of a representative office establishment license, made according to Form No. 04 in the Appendix to this Decree and signed by its competent representative, to the licensing agency right after the license is lost or torn.

3. Foreign countries’ trade promotion organizations may:

a/ Send written requests by post to the licensing agency; or,

b/ Submit written requests directly at the office of the licensing agency. The dossier submitter shall produce a letter of introduction or power of attorney of the representative office of the foreign country’s trade promotion organization.

4. Within 10 working days after receiving a dossier from the foreign country’s trade promotion organization, the licensing agency shall re-grant a license and send its copies to the agencies specified in Clause 7, Article 26 of this Decree.

Article 29. Extension of representative office establishment licenses

1. A foreign country’s trade promotion organization may have its representative office establishment license extended when fully satisfying the following conditions:

a/ Wishing to continue operating in Vietnam as a representative office;

b/ Still operating under the law of the country where it is established;

c/ Committing no violation specified at Point c, Clause 6, Article 26 of this Decree.

2. At least 60 days before its representative office establishment license expires, a foreign country’s trade promotion organization shall send 1 dossier of request for license extension to the licensing agency. The dossier must comprise:

a/ A written request for extension of a representative office establishment license, made according to Form No. 05 in the Appendix to this Decree and signed by a competent representative of the foreign country’s trade promotion organization;

b/ An audited financial statement or document of equivalent legal validity proving the actual existence and operation of the foreign country’s trade promotion organization in the last fiscal year, enclosed with a Vietnamese translation consularly legalized in accordance with Vietnamese law;

c/ A report on the operation of the representative office up to the time of request for license extension;

d/ The original license.

3. Foreign countries’ trade promotion organizations may:

a/ Send written requests by post to the licensing agency; or,

b/ Submit written requests directly at the office of the licensing agency. The dossier submitter shall produce a letter of introduction or power of attorney of the representative office of the foreign country’s trade promotion organization.

4. Within 10 working days after receiving a dossier from the foreign country’s trade promotion organization, the licensing agency shall extend a license and send its copies to the agencies specified in Clause 7, Article 26 of this Decree. If refusing to extend a license, the licensing agency shall state the reason.

5. The validity period of an extended license is the same as that of a license of a representative office as prescribed in Clause 5, Article 26 of this Decree.

Article 30. Notification of operation of representative offices

1. Within 45 days after being granted or re-granted its establishment license or having such license modified or extended, a representative office shall publish a notice of its operation in 3 consecutive issues of a licensed print or online newspaper in Vietnam.

2. A notice must have the following contents:

a/ Name and address of the representative office;

b/ Name and address of the foreign country’s trade promotion organization;

c/ Head of the representative office;

d/ Serial number, date of grant, and validity period of the representative office establishment license, and licensing agency;

dd/ Activities of the representative office.

Article 31. Account opening

1. A representative office may open accounts in foreign currencies and Vietnam dong at licensed banks in Vietnam and may only use these accounts for its activities.

2. The opening, use and closure of accounts of representative offices must comply with the laws on banking and foreign exchange management.

Article 32. Reporting on operation

1. Before the last working day of January of a year, a representative office shall send a written report, made according to Form No. 06 in the Appendix to this Decree, on its operation in the previous year to the licensing agency.

2. Representative offices shall make financial statements and statistical reports in accordance with Vietnamese law.

3. Representative offices shall report, provide documents or explain issues related to their operation at the request of the licensing agency and the agencies specified in Clause 7, Article 26 of this Decree.

Article 33. Termination of operation and revocation of establishment licenses of representative offices

1. A representative office shall terminate operation in the following cases:

a/ Such termination is requested by the foreign country’s trade promotion organization and approved by the licensing agency;

b/ The foreign country’s trade promotion organization terminates operation under the law of the country where it is established;

c/ The operation period stated in the representative office establishment license expires but the foreign country’s trade promotion organization does not request its extension;

d/ The operation period stated in the representative office establishment license expires but the licensing agency rejects its extension;

dd/ The representative office establishment license is revoked under Clause 2 of this Article;

e/ The foreign country’s trade promotion organization is included in the list of foreign organizations and individuals subject to sanctioned under resolutions of the United Nations Security Council.

2. Cases of revocation of a representative office establishment license

a/ The representative office fails to officially operate within 6 months after being granted the license;

b/ The representative office ceases operation for 6 consecutive months without notifying such to the licensing agency;

c/ The representative office fails to operate according to its functions prescribed by Vietnamese law and relevant international conventions to which Vietnam is a contracting party;

d/ The representative office commits a violation of Vietnamese labor law which is serious enough for penal liability examination.

3. At least 90 days before the expected date of termination of operation of its representative office under Point a, b or c, Clause 1 of this Article, a foreign country’s trade promotion organization shall send a notice of such termination to the creditors, employees of the representative office, and other persons with related rights, obligations and interests. This notice must state the expected time of termination of operation of the representative office and shall be publicly displayed at the representative office and published in 3 consecutive issues of a licensed print or online newspaper in Vietnam.

4. In case of termination of operation of its representative office under Point a, Clause 1 of this Article, at least 90 days before the expected date of such termination, a foreign country’s trade promotion organization shall send 1 dossier of request for termination of operation of a representative office to the licensing agency. The dossier must comprise:

a/ A written request for termination of operation of a representative office, made according to Form No. 07 in the Appendix to this Decree;

b/ A document proving that the notice of termination of operation of the representative office has been publicly displayed at the representative office and published in 3 consecutive issues of a licensed print or online newspaper in Vietnam.

5. Foreign countries’ trade promotion organizations may:

a/ Send dossiers by post to the licensing agency; or,

b/ Submit dossiers directly at the office of the licensing agency. The dossier submitter shall produce a letter of introduction or power of attorney of the representative office of the foreign country’s trade promotion organization.

6. In case of termination of operation of a representative office under Point a, Clause 1 of this Article, within 30 days after receiving a dossier of request for termination of operation of a representative office, if receiving no information, complaint or petition, the licensing agency shall consider and approve such termination and revoke the representative office establishment license within 7 subsequent working days.

7. Within 15 days after deciding not to extend the representative office establishment license or after issuing a decision to revoke the representative office establishment license (made according to Form No. 08 in the Appendix to this Decree) under Point dd, Clause 1 of this Article, the licensing agency shall notify such on its website and to the provincial-level People’s Committee, Department of Industry and Trade, tax office, statistics office and Public Security agency of the locality where the representative office is located.

8. Within 7 days after approving the termination of operation of a representative office and revoking the representative office establishment license, the licensing agency shall notify such termination to the provincial-level People’s Committee, Department of Industry and Trade, tax office, statistics office and Public Security agency of the locality where the representative office is located.

9. At least 15 days before its representative office terminates operation under Point a, b or c, Clause 1 of this Article, a foreign country’s trade promotion organization and its representative office shall fully pay their debts and fulfill other obligations toward the State and related organizations and individuals in accordance with law.

10. Within 60 days from the date of termination of operation of its representative office under Point d or dd, Clause 1 of this Article, a foreign country’s trade promotion organization shall fully pay their debts and fulfill other obligations toward the State and related organizations and individuals in accordance with law.

Chapter V

ORGANIZATION OF IMPLEMENTATION

Article 34. Responsibilities of related organizations

1. The Ministry of Industry and Trade shall take responsibility before the Government for:

a/ Coordinating trade promotion activities for foreign trade development in Vietnam and foreign countries;

b/ Assuming the prime responsibility for, and coordinating with ministries, ministerial-level agencies, related agencies and local administrations in, organizing the implementation of, and inspecting and examining the national trade promotion program  and national brand building and development programs, and performing the state management of Vietnam-based representative offices of foreign countries’ trade promotion organizations and Vietnamese trade promotion organizations in foreign countries;

c/ Formulating plans and fund estimates for the national trade promotion program and Vietnam National Branding Program, and including them in annual state budget estimates of the Ministry of Industry and Trade, and submitting them to competent state agencies for approval in accordance with law;

d/ Approving the schemes within the framework of the national trade promotion program and Vietnam National Branding Program and funds for these schemes;

dd/ Coordinating national brand building and development programs as decided by the Prime Minister.

2. The Ministry of Finance shall assume the prime responsibility for, and coordinate with ministries and ministerial-level agencies in, guiding the estimation, allocation, use and settlement of funds for the national trade promotion program and national brand building and development programs in accordance with law.

3. The Ministry of National Defense and Ministry of Public Security shall submit to the Government special mechanisms and policies on trade promotion activities for foreign trade development prescribed in Section 1, Chapter II of this Decree for goods and services exclusively used for security and defense purposes.

4. Ministries and ministerial-level agencies shall, within the ambit of their competence, assume the prime responsibility for, and coordinate with related local administrations, agencies and organizations in, implementing national programs on building and development of Vietnamese goods brands; and coordinate with the Ministry of Industry and Trade in managing the operation of Vietnam-based representative offices of foreign countries’ trade promotion organizations.

5. Local administrations shall guide, assume the prime responsibility for, and carry out, trade promotion activities for foreign trade development in localities in accordance with this Decree; and coordinate with the Ministry of Industry and Trade in managing the operation of Vietnam-based representative offices of foreign countries’ trade promotion organizations.

Article 35. Effect

1. This Decree takes effect on the date of its signing.

2. The Government’s Decree No. 100/2011/ND-CP of October 28, 2011, on the establishment and operation of Vietnam-based representative offices of foreign countries’ trade promotion organizations, ceases to be effective on the date this Decree takes effect. Foreign countries’ trade promotion organizations whose representative offices currently operate in Vietnam and are established under Decree No. 100/2011/ND-CP may continue to operate according to the contents and validity period stated in their licenses.

3. Dossiers for carrying out administrative procedures under the Government’s Decree No. 100/2011/ND-CP of October 28, 2011, and the Prime Minister’s Decision No. 72/2010/QD-TTg of November 15, 2010, which are submitted before the effective date of this Decree will be further processed in accordance with legal documents effective at the time of their submission.-

On behalf of the Government
Prime Minister
NGUYEN XUAN PHUC

* The Appendix to this Decree is not translated.